UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2025
Commission File Number: 001-15092
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
(Translation of registrant’s name into English)
Turkcell Küçükyalı Plaza
Aydınevler Mahallesi İnönü Caddesi No:20
KüçükyalıOfispark
34854 Maltepe
Istanbul, Türkiye
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annualreports under cover of Form 20-F or Form 40-F:
x Form 20-F ¨ Form 40-F
Enclosure: A press release dated August 13, 2025 announcingthe release of the registrant’s financial results for the 2nd quarter 2025.
Contents
| · | Please note that all financial data is consolidated and comprises that of Turkcell Iletisim Hizmetleri A.S. (the “Company” or “Turkcell”) and its subsidiaries and associates (together referred to as the “Group”) unless otherwise stated. |
| · | Our revenue segmentation was revised as of Q1 2025. Within this scope, all past data have been restated for comparability purposes. For a comprehensive explanation, please refer to the Press Release and the Excel file for Q1 2025, available on the Turkcell IR website. |
| · | We have three reporting segments: |
| o | "Turkcell Türkiye," which comprises our telecom, digital services, and digital business services related businesses, retail channel operations, smart devices management, and consumer electronics sales through digital channels in Türkiye. All non-financial data presented in this press release is unconsolidated and comprises Turkcell Türkiye only unless otherwise stated. The terms "we," "us," and "our" in this press release refer only to Turkcell Türkiye, except in discussions of financial data, where such terms refer to the Group, and except where context otherwise requires. |
| o | “Techfin” which comprises all of our financial services businesses. |
| o | “Other” which primarily comprises our international, energy businesses, non-group call center, and intersegment eliminations. |
| · | This press release provides a year-on-year comparison of our key indicators. Figures in parentheses following the operational and financial results for June 30, 2025, refer to the same item as of June 30, 2024. For further details, please refer to our consolidated financial statements and notes as of and for June 30, 2025, accessible via our website in the investor relations section (www.turkcell.com.tr). |
| · | Selected financial information presented in this press release for the second quarter of 2024 and 2025 is based on IFRS figures in TRY terms unless otherwise stated. |
| · | In the tables used in this press release, totals may not foot due to rounding differences. The same applies to the calculations in the text. |
| · | Year-on-year percentage comparisons in this press release reflect mathematical calculations. |
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NOTICE
This press releasecontains the Company’s financial information for the period ended June 30, 2025, prepared in accordance with InternationalFinancial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Thispress release contains the Company’s financial information prepared in accordance with International Accounting Standard 29, FinancialReporting in Hyperinflationary Economies (“IAS29”). Therefore, the financial statement information included in this pressrelease for the periods presented is expressed in terms of the purchasing power of the Turkish Lira as of June 30, 2025. The Companyrestated all non-monetary items in order to reflect the impact of the inflation restatement reporting in terms of the measuring unitcurrent as of June 30, 2025. Comparative financial information has also been restated using the general price index of the currentperiod.
This release includesforward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, Section 21E of the U.S. SecuritiesExchange Act of 1934, and the Safe Harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. This includes, inparticular, and without limitation, our targets for consolidated revenue growth, data center and cloud revenue growth, EBITDA margin,and operational capex over sales ratio for the full year 2025. In establishing such guidance and outlooks, the Company has used a certainnumber of assumptions regarding factors beyond its control, particularly in relation to macroeconomic indicators, such as expected inflationlevels, that may not be realized or achieved. More generally, all statements other than statements of historical facts included in thispress release, including, without limitation, certain statements regarding our operations, financial position, and business strategy,may constitute forward-looking statements. Forward-looking statements can generally be identified by the use of forward-looking terminologysuch as, among others, “will,” “expect,” “intend,” “estimate,” “believe,” “continue,” and “guidance.”
Forward-lookingstatements are not guarantees of future performance and involve certain risks and uncertainties that are difficult to predict. In addition,certain forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Many factors couldcause the actual results, performance, or achievements of the Company to be materially different from any future results, performance,or achievements that may be expressed or implied by forward-looking statements. Should one or more of these risks or uncertainties materializeor underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated,expected, intended, planned, or projected.
These forward-lookingstatements are based upon a number of assumptions and other important factors that could cause our actual results, performance, or achievementsto differ materially from our future results, performance, or achievements expressed or implied by such forward-looking statements. Allsubsequent written and oral forward-looking statements attributable to us are expressly qualified in their entirety by reference to thesecautionary statements. For a discussion of certain factors that may affect the outcome of such forward- looking statements, see our AnnualReport on Form 20-F for 2024 filed with the U.S. Securities and Exchange Commission, and in particular, the risk factor sectiontherein. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequentto the date of this press release. All forward-looking statements in this press release are based on information currently availableto the Company, and we undertake no duty to update or revise any forward-looking statements, whether as a result of new information,future events, or otherwise.
The Company makesno representation as to the accuracy or completeness of the information contained in this press release, which remains subject to verification,completion, and change. No responsibility or liability is or will be accepted by the Company or any of its subsidiaries, board members,officers, employees, or agents as to or in relation to the accuracy or completeness of the information contained in this press releaseor any other written or oral information made available to any interested party or its advisers.
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| TRY million | Q224 | Q225 | y/y% | H124 | H125 | y/y% | ||||||||||||||||||
| Revenue | 47,150 | 53,022 | 12.5 | % | 92,274 | 103,866 | 12.6 | % | ||||||||||||||||
| EBITDA1 | 20,105 | 23,086 | 14.8 | % | 38,777 | 45,304 | 16.8 | % | ||||||||||||||||
| EBITDA Margin (%) | 42.6 | % | 43.5 | % | 0.9 | pp | 42.0 | % | 43.6 | % | 1.6 | pp | ||||||||||||
| EBIT2 | 6,322 | 8,818 | 39.5 | % | 11,479 | 17,525 | 52.7 | % | ||||||||||||||||
| EBIT Margin (%) | 13.4 | % | 16.6 | % | 3.2 | pp | 12.4 | % | 16.9 | % | 4.5 | pp | ||||||||||||
| Net Income | 3,922 | 4,201 | 7.1 | % | 7,779 | 7,468 | (4.0 | %) | ||||||||||||||||
| · | In line with the dividend resolution adopted at the 2024 Annual General Assembly, the first installment of dividend, amounting TRY4.0 billion, was distributed to shareholders on June 20, 2025. |
| · | Solid financial performance surpassed expectations |
| o | Group revenues increased by 12.5% year-on-year primarily due to Turkcell Türkiye’s strong ARPU growth as well as the increase in hardware revenues supported by digital business services. The Techfin segment also contributed positively to group revenues, posting a solid 23.1% growth. Meanwhile, our Data Center & Cloud business — a key pillar of our strategy — delivered 53.2% year-over-year growth, further reinforcing our confidence in its long-term potential. |
| o | EBITDA1 increased by 14.8%, leading to an EBITDA margin of 43.5%, marking a yearly improvement of 0.9pp; EBIT2 was up by 39.5%, resulting in an EBIT margin of 16.6%. |
| o | Profit from continuing operations recorded remarkable growth of 36.8%, generating TRY4.4 billion. Net income rose by 7.1% to TRY4.2 billion. |
| o | Net leverage3 level at 0.29x, indicating a healthy position compared to peers |
| o | Net short FX position of US$102 million in line with our neutral FX definition, which is between plus and minus US$200 million |
| · | Supporting both engines of growth – proactively managing the subscriber portfolio in intense market conditions and consistently delivering real ARPU growth |
| o | Recorded the highest mobile postpaid net additions in 5.5 years – 816 thousand |
| o | Dedicated postpaid focus – 78% postpaid subscriber base share |
| o | 20 thousand total fiber net additions, including resell operations |
| o | Sustained real ARPU growth in a volatile environment; Mobile ARPU4 growth of 9.8%, residential fiber ARPU growth of 17.5% |
| o | 6.1 million total homepasses; 67 thousand new fiber homepasses this quarter |
(1) EBITDAis a non-GAAP financial measure. See page 14 for the explanation of how we calculate Adjusted EBITDA and its reconciliation to netincome.
(2) EBIT isa non-GAAP financial measure and equals EBITDA minus depreciation and amortization expenses.
(3) Our netdebt calculation includes financial assets at fair value, whether through other comprehensive income or through profit and loss, reportedunder current and non-current assets, as well as financial assets at amortized cost. Required reserves held in CBRT balances are notincluded in total cash and net debt calculation, and this change has been reflected in previous quarters’ figures
(4) ExcludingM2M
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COMMENTSBY CEO, ALİ TAHA KOÇ, PhD
DeliveringStrong Results in the Second Quarter of 2025
Weclosed the first half of 2025 with robust results, supported by our superior infrastructure, thetrust we have earned from our customers, and our steadfast commitment to strategic priorities. Even in a highly competitive environment,we sustained healthy and profitable growth while advancing Türkiye's digital transformation through targeted technology and infrastructureinvestments. This solid financial and operational performance strengthens our confidence in achieving our year-end targets.
Inthe second quarter, through tailored offers and pricing strategies designed specifically for eachsegment, we delivered the highest quarterly net subscriber additions on the postpaid side in the past five and a half years, while maintainingour profitability focus. Consolidated revenues in the second quarter rose 12.5% year-on-year to TRY 53.0 billion, driven by strong ARPUgrowth, an expanding subscriber base, and substantial contributions from our Techfin and digital business services. EBITDA1increased 14.8% to reach TRY 23.1 billion, with the EBITDA margin improving by 0.9 percentage points year-on-year to 43.5%. Net incomegrew 7.1% compared with the previous year, reaching TRY 4.2 billion.
Healthy GrowthDriven by Outstanding Subscriber Net Additions and Strong ARPU Performance
Thecompetitive environment in the telecommunications sector remained as anticipated in the second quarter.Building on strong ARPU growth from the first quarter and leveraging the granular subscriber management model introduced this quarter,we executed our campaigns and offers with greater agility and precision, delivering a strong performance. By focusing on our customers’needs and tailoring differentiated value propositions for specific sub-segments, we achieved 816 thousand net postpaid mobile subscriberadditions in the second quarter - the highest figure in the past five and a half years. The share of postpaid subscribers in our totalmobile base rose by 5 percentage points year-on-year to reach 78%. This increase, combined with targeted pricing adjustments and effectiveupselling efforts, drove a 9.8% rise in mobile ARPU (excluding M2M) in the second quarter. Reflecting our customer-focused innovationapproach, we embraced the “Turkcell Solves It” mindset and, with the launch of the Tumbara service, continued to deliversolutions that make our customers’ daily lives easier. At the heart of our market-differentiating dynamic pricing and campaignstrategies is our commitment to meeting customer demands and expectations. Guided by this focus, we will continue enhancing the servicewe provide to each customer in the coming period.
Meanwhile,by expanding our capacity and accelerating the fiberization of our base stations, we continued tostrengthen our infrastructure for the arrival of 5G and invest in Türkiye’s digital future. On the fixed broadband side, wegrew our network by connecting 67 thousand new households to our end-to-end fiber infrastructure. Including fiber services deliveredover other ISPs' infrastructures (resell), we connected a total of 20 thousand new subscribers to fiber internet. The share of subscribersusing speeds of 100 Mbps and above in our fixed segment rose by 16 percentage points year-on-year. Supported by our growth-driven strategyin the Turkcell fiber business, targeted price adjustments, and rising customer demand for high-speed internet, residential fiber ARPUposted a strong year-on-year increase of 17.5% in the second quarter.
Paycell:Driving Growth in the Techfin Segment
OurTechfin business, comprising the Paycell and Financell brands, accounts for 6% of our consolidatedrevenues and continued to make a strong contribution to group performance, growing by 23.1% in the second quarter. Paycell, which enablescustomers to securely manage their daily financial needs - from mobile payments to investments, and from bill payments to money transfers- all within a single app, has become the driving force of our Techfin segment, achieving revenue growth of 35.8%. This performance wasfueled primarily by increased volume in our POS business and the addition of new customers.
Addressingthe diverse financing needs of its customers, Financell continued to expand its product portfolioduring the period with loan offerings designed to improve access to consumer technology. In the first quarter, we launched the foreigncurrency loan module. In addition, the “Small Business Device Loan” product - tailored for sole proprietors within the consumersegment - now provides access to both financing and device insurance. Supported by higher average interest rates, Financell’s revenuesrose 4.7% year-on-year, while net interest margin (NIM) improved by 2.9 percentage points to reach 4.9%.
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LeadingTürkiye’s Tech and Communications Landscape with a Clear Sense of Responsibility
Wecontinue to see rising demand in the data center and cloud business, where we have been investingfor years with the aim of positioning our country as a regional data hub. Each quarter provides further confirmation of the strengthof our strategic positioning. Backed by years of expertise, Turkcell maintains its leadership and continues to expand in the data centerindustry. Driven by strong market demand and the successful monetization of past capacity investments, data center and cloud revenuesrose by a solid 53.2% year-on-year.
Aspart of our investment strategy in key areas such as data centers, cloud technologies, and renewableenergy, we signed murabaha financing agreements with leading financial institutions in the Gulf region during the second quarter. Theseagreements - our first based on interest-free (Islamic) financing from the Gulf region - both diversify our debt portfolio and underscoreTurkcell’s strong reputation in international markets. We are confident these steps will strengthen our long-term strategic investmentsand make a significant contribution to our country’s development.
AsTürkiye’s leading technology and communications company, we continue forward with determination,fully aware of the responsibilities entrusted to us. I would like to extend my sincere thanks to our Board of Directors for their strategicguidance, to all Turkcell employees for their dedication, and to our customers and partners for their continued trust and collaboration.
(1) EBITDAis a non-GAAP financial measure. For details on how we calculate Adjusted EBITDA and its reconciliation to net income, please refer topage 14.
| 6 |
FINANCIALAND OPERATIONAL REVIEW
Financial Reviewof Turkcell Group
| Quarter | Half Year | |||||||||||||||||||||||
| Profit & Loss Statement (million TRY) | Q224 | Q225 | y/y% | H124 | H125 | y/y% | ||||||||||||||||||
| Revenue | 47,150.2 | 53,021.9 | 12.5 | % | 92,273.9 | 103,865.5 | 12.6 | % | ||||||||||||||||
| Cost of revenue1 | (22,041.1 | ) | (24,311.2 | ) | 10.3 | % | (43,925.1 | ) | (47,202.5 | ) | 7.5 | % | ||||||||||||
| Cost of revenue1/Revenue | (46.7 | )% | (45.9 | )% | 0.8 | pp | (47.6 | )% | (45.4 | )% | 2.2 | pp | ||||||||||||
| Gross Margin1 | 53.3 | % | 54.1 | % | 0.8 | pp | 52.4 | % | 54.6 | % | 2.2 | pp | ||||||||||||
| Administrative expenses | (1,617.2 | ) | (1,975.4 | ) | 22.1 | % | (3,317.0 | ) | (4,095.9 | ) | 23.5 | % | ||||||||||||
| Administrative expenses/Revenue | (3.4 | )% | (3.7 | )% | (0.3 | )pp | (3.6 | )% | (3.9 | )% | (0.3 | )pp | ||||||||||||
| Selling and marketing expenses | (3,047.8 | ) | (3,341.5 | ) | 9.6 | % | (5,621.4 | ) | (6,749.5 | ) | 20.1 | % | ||||||||||||
| Selling and marketing expenses/Revenue | (6.5 | )% | (6.3 | )% | 0.2 | pp | (6.1 | )% | (6.5 | )% | (0.4 | )pp | ||||||||||||
| Net impairment losses on financial and contract assets | (339.5 | ) | (308.0 | ) | (9.3 | )% | (633.6 | ) | (513.7 | ) | (18.9 | )% | ||||||||||||
| EBITDA2 | 20,104.6 | 23,085.8 | 14.8 | % | 38,776.7 | 45,303.9 | 16.8 | % | ||||||||||||||||
| EBITDA Margin | 42.6 | % | 43.5 | % | 0.9 | pp | 42.0 | % | 43.6 | % | 1.6 | pp | ||||||||||||
| Depreciation and amortization | (13,782.6 | ) | (14,267.8 | ) | 3.5 | % | (27,298.0 | ) | (27,779.0 | ) | 1.8 | % | ||||||||||||
| EBIT3 | 6,321.9 | 8,817.9 | 39.5 | % | 11,478.7 | 17,524.8 | 52.7 | % | ||||||||||||||||
| EBIT Margin | 13.4 | % | 16.6 | % | 3.2 | pp | 12.4 | % | 16.9 | % | 4.5 | pp | ||||||||||||
| Net finance income / (costs) | (2,011.5 | ) | (1,341.2 | ) | (33.3 | )% | (1,776.1 | ) | (1,720.8 | ) | (3.1 | )% | ||||||||||||
| Finance income | 2,122.2 | 2,891.5 | 36.3 | % | 5,522.4 | 7,085.3 | 28.3 | % | ||||||||||||||||
| Finance costs | (5,759.9 | ) | (5,058.9 | ) | (12.2 | )% | (12,800.8 | ) | (10,648.7 | ) | (16.8 | )% | ||||||||||||
| Monetary gain / (loss) | 1,626.2 | 826.1 | (49.2 | )% | 5,502.3 | 1,842.6 | (66.5 | )% | ||||||||||||||||
| Other income / (expenses) | (283.6 | ) | (194.5 | ) | (31.4 | )% | (603.3 | ) | (671.2 | ) | 11.3 | % | ||||||||||||
| Share of loss of equity accounted investees | (1,028.9 | ) | (1,204.2 | ) | 17.0 | % | (1,110.8 | ) | (2,120.1 | ) | 90.9 | % | ||||||||||||
| Income tax expense | 209.4 | (1,690.1 | ) | (907.1 | )% | (1,723.7 | ) | (5,357.6 | ) | 210.8 | % | |||||||||||||
| Profit from continuing operations | 3,207.3 | 4,387.9 | 36.8 | % | 6,264.8 | 7,655.2 | 22.2 | % | ||||||||||||||||
| Profit /(loss) from discontinued operations | 713.2 | (187.4 | ) | (126.3 | )% | 1,504.7 | (187.4 | ) | (112.5 | )% | ||||||||||||||
| Non-controlling interests | 1.8 | - | (100.0 | )% | 9.7 | - | (100.0 | )% | ||||||||||||||||
| Net Income | 3,922.3 | 4,200.5 | 7.1 | % | 7,779.2 | 7,467.8 | (4.0 | )% | ||||||||||||||||
(1) Excludingdepreciation and amortization expenses
(2) EBITDAis a non-GAAP financial measure. See page 14 for the explanation of how we calculate Adjusted EBITDA and its reconciliation to netincome.
(3) EBIT isa non-GAAP financial measure and equals EBITDA minus depreciation and amortization expenses.
Revenueof the Group rose 12.5% year-on-year in the second quarter of 2025. This resulted from the strong ARPUperformance of Turkcell Türkiye with a growing postpaid subscriber base, effective upsell efforts and solid Techfin business performanceof 23.1% on a yearly basis.
Inthe second quarter, the Turkcell Türkiye4 segment was the main driver of this performance,accounting for 91% of Group revenues and rising 11.8% to TRY48,220 million (TRY43,143 million).
| – | Consumer business, representing 75% of Turkcell Türkiye, delivered 9.6% growth. Price increases, subscriber growth in mobile and fixed services, and strong upselling efforts supported this performance. |
| – | Corporate revenues, comprising 19% of the segment, increased by 27.3% thanks to high demand on Data Center & Cloud services and strong performance in hardware sales. Notably, Digital Business Services revenues increased by 39.1%, while the Data Center & Cloud business, a sub-segment of Digital Business Services, recorded 53.2% growth in the second quarter. |
| – | Wholesale revenues were up 1.1% to TRY2,305 million (TRY2,279 million). |
(4) Our revenuesegmentation was revised as of Q1 2025. Within this scope, all past data have been restated for comparability purposes. For a comprehensiveexplanation, please refer to the Press Release and the Excel file for Q1 2025, available on the Turkcell IR website.
| 7 |
Techfin segmentrevenues, accounting for 6% of Group revenues, grew by 23.1% to TRY2,916 million (TRY2,369 million). Paycell continued its strong growthmomentum, recording 35.8% year-on-year growth in Q225. For details, please refer to the Techfin section.
Other1segment revenues, comprising 4% of the Group’s top-line, which mostly include international business, energy business and non-groupcall center revenues, rose by 15.2% to TRY1,886 million (TRY1,638 million).
Costof revenue (excluding depreciation and amortization) decreased to 45.9% (46.7%) as a percentageof revenues for the second quarter of 2025. This was driven by the decline in personnel expenses (1.6pp), interconnection cost (0.4pp),funding cost (0.3pp), energy expenses (0.3pp) and other cost items (0.5pp), while the increase in cost of goods sold (1.7pp) and mobilepayment expense (0.5pp) as a percentage of revenues.
Administrativeexpenses increased to 3.7% (3.4%) as a percentage of revenues for this quarter. The primarydriver of this increase was the rise in personnel expenses.
Sellingand marketing expenses slightly decreased to 6.3% (6.5%) as a percentage of revenue.
Netimpairment losses on financial and contract assets were at 0.6% (0.7%) as a percentage of revenuein Q225.
EBITDA2increased by 14.8% year-on-year in Q225 leading to an EBITDA margin of 43.5% with a 0.9pp improvement (42.6%).
| – | Turkcell Türkiye EBITDA was up by 13.6% to TRY21,838 million (TRY19,220 million), resulting in an EBITDA margin of 45.3% (44.5%). |
| – | Techfin segment EBITDA increased by 16.7% to TRY734 million (TRY630 million) with a 1.4pp contraction in EBITDA margin to 25.2% (26.6%). Lower funding costs more than compensated for the increase in mobile payment costs in Q225 as a percentage of revenues. The EBITDA contraction stemmed mainly from cost of collection risk management. |
| – | EBITDA of Other was at TRY513 million (TRY255 million). |
Depreciationand amortization expenses increased by 3.5%, amounting to TRY14,268 million (TRY13,783 million).
Netfinance costs decreased to TRY1,341 million (TRY2,011 million) in the second quarter of 2025,despite the monetary gain item’s contribution being almost halved. This was driven mainly by decreasing net FX loss to TRY2,022million (TRY2,710 million) and effective balance sheet management.
See Appendix Afor details of net foreign exchange gain and loss.
Otherexpenses were TRY195 million (TRY284 million) in Q225.
Incometax expense amounted to TRY1,690 million (TRY209 million income) in Q225. This variance can beattributed to higher corporate tax, amounting TRY3,667 million, as the company's statutory financials reflected a tax-paying position.Deferred tax income rose to TRY1,977 million and partially offset corporate tax.
Profitfrom continuing operations delivered a solid performance, rising by 36.8% to TRY4,388 million(TRY3,207 million) in the second quarter of the year. As stated above, strong EBITDA, driven by robust operations, and lower net financecosts supported net income, while income tax expense had an adverse impact.
Netincome of the Group was up by 7.1% to TRY4,201 million (TRY3,922 million) in the second quarterof the year. Notably, discontinued operations contributed TRY713 million to net income in the same period last year due to the sale ofour Ukrainian business.
(1) Our revenuesegmentation was revised as of Q1 2025. Within this scope, all past data have been restated for comparability purposes. For a comprehensiveexplanation, please refer to the Press Release and the Excel file for Q1 2025, available on the Turkcell IR website.
(2) EBITDAis a non-GAAP financial measure. See page 14 for the explanation of how we calculate adjusted EBITDA and its reconciliation to netincome.
| 8 |
Totalcash & debt: Consolidated cash as of June 30, 2025, increased to TRY116,601 million,from TRY80,428 million as of December 31, 2024. Through the Eurobond issuance at the beginning of the year, we secured the financingrequired for the 5G auction in advance and on favorable terms. On the other hand, we distributed the first installment of dividends toour shareholders on June 20, 2025. Excluding FX swap transactions, 65% of our cash is in US$, 22% in EUR, 3% in CNY, and 9% in TRY.
Consolidateddebt as of June 30, 2025, increased to TRY172,858 million from TRY121,738 million as of December 31,2024. Note that TRY14,320 million of our consolidated debt comprises lease obligations. Additionally, 57% of our consolidated debt isin US$, 26% in EUR, 4% in CNY, and 12% in TRY.
Net debt1,as of June 30, 2025, increased to TRY25,371 million from TRY12,497 million as of December 31, 2024, with a net debt to EBITDAratio of 0.29x.
Turkcell Grouphad a short net FX position of US$102 million at the end of this quarter (this figure takes hedging portfolio, advance payments and preciousmetal investments into account). The short FX position of US$102 million is in line with our FX neutral definition, which ranges from-US$200 million to +US$200 million.
Capitalexpenditures: Capital expenditures (CAPEX) amounted to TRY40,560 million in the first half ofthe year, with TRY24,231 million recorded in the second quarter. Operational capital expenditures (excluding license fees) accountedfor 16.9% and 18.5% of total revenues in Q225 and H125, respectively.
| Half Year | ||||||||
| Capital expenditures (million TRY) | H124 | H125 | ||||||
| Operational Capex | 19,447.5 | 19,217.8 | ||||||
| License and Related Costs | 18.6 | 219.5 | ||||||
| Non-operational Capex (Including IFRS15& IFRS16) | 8,440.2 | 21,123.1 | ||||||
| IFRS15 | 4,972.4 | 4,826.8 | ||||||
| IFRS16 | 3,358.8 | 12,957.7 | ||||||
| Other | 109.1 | 3,338.6 | ||||||
| Total Capex | 27,906.3 | 40,560.4 | ||||||
(1) Our netdebt calculation includes financial assets at fair value, whether through other comprehensive income or through profit and loss, reportedunder current and non-current assets, as well as financial assets at amortized cost. Required reserves held in CBRT balances are notincluded in total cash and net debt calculation, and this change has been reflected in previous quarters’ figures
| 9 |
OperationalReview of Turkcell Türkiye
| Quarters | ||||||||||||||||||||
| Summary of Operational Data | Q224 | Q125 | Q225 | y/y % | q/q % | |||||||||||||||
| Number of subscribers1 (million) | 43.2 | 43.1 | 43.5 | 0.7 | % | 0.9 | % | |||||||||||||
| Mobile Postpaid (million) | 28.1 | 29.3 | 30.1 | 7.1 | % | 2.7 | % | |||||||||||||
| Mobile M2M (million) | 4.7 | 5.3 | 5.4 | 14.9 | % | 1.9 | % | |||||||||||||
| Mobile Prepaid (million) | 10.4 | 9.0 | 8.7 | (16.3 | )% | (3.3 | )% | |||||||||||||
| Turkcell Fiber2 (thousand) | 2,375.6 | 2,484.4 | 2,488.2 | 4.7 | % | 0.2 | % | |||||||||||||
| Resell Fixed Broadband2 (thousand) | 810.6 | 774.2 | 763.3 | (5.8 | )% | (1.4 | )% | |||||||||||||
| ADSL (thousand) | 767.8 | 721.8 | 695.9 | (9.4 | )% | (3.6 | )% | |||||||||||||
| Cable (thousand) | 38.1 | 33.1 | 31.3 | (17.8 | )% | (5.4 | )% | |||||||||||||
| Fiber (thousand) | 4.7 | 19.3 | 36.0 | 666.0 | % | 86.5 | % | |||||||||||||
| Superbox3 (thousand) | 746.4 | 660.0 | 654.9 | (12.3 | )% | (0.8 | )% | |||||||||||||
| IPTV (thousand) | 1,484.4 | 1,456.3 | 1,430.0 | (3.7 | )% | (1.8 | )% | |||||||||||||
| Churn (%)4 | ||||||||||||||||||||
| Mobile Churn (%) | 1.5 | % | 1.7 | % | 2.2 | % | 0.7 | pp | 0.5 | pp | ||||||||||
| Fixed Churn (%) | 1.2 | % | 1.4 | % | 1.7 | % | 0.5 | pp | 0.3 | pp | ||||||||||
| Average mobile data usage per user (GB/user) | 18.6 | 17.9 | 19.2 | 3.2 | % | 7.3 | % | |||||||||||||
(1) Includesmobile, fixed broadband, IPTV, and wholesale (MVNO&FVNO) subscribers
(2) As ofthe fourth quarter of 2024, our fixed broadband subscriber reporting has been revised. Turkcell Fiber refers to customers served entirelythrough our own fiber infrastructure, while Turkcell Resell includes DSL, Cable, and Fiber sales provided through the infrastructuresof other ISPs. Accordingly, historical subscriber figures have been revised to ensure comparability.
(3) Superboxsubscribers are included in mobile subscribers.
(4) Churnfigures represent average monthly churn for the respective periods.
| ARPU (Average Monthly Revenue per User) | Quarters | |||||||||||||||||||
| (TRY, IAS29 Adjusted) | Q224 | Q125 | Q225 | y/y % | q/q % | |||||||||||||||
| Mobile ARPU, blended | 283.6 | 301.0 | 306.4 | 8.0 | % | 1.8 | % | |||||||||||||
| Mobile ARPU, blended (excluding M2M) | 320.9 | 344.6 | 352.5 | 9.8 | % | 2.3 | % | |||||||||||||
| Postpaid | 326.1 | 346.7 | 350.5 | 7.5 | % | 1.1 | % | |||||||||||||
| Postpaid (excluding M2M) | 388.8 | 416.5 | 423.0 | 8.8 | % | 1.6 | % | |||||||||||||
| Prepaid | 170.2 | 155.5 | 158.1 | (7.1 | )% | 1.7 | % | |||||||||||||
| Fixed Residential ARPU, blended | 350.8 | 394.1 | 414.7 | 18.2 | % | 5.2 | % | |||||||||||||
| Residential Fiber ARPU | 355.8 | 399.7 | 418.2 | 17.5 | % | 4.6 | % | |||||||||||||
As the market leaderin the mobile segment, our primary objective is to sustain our strong market position. To this end, we adopt a dynamic and tailored approachto subscriber portfolio management by diversifying our value-added tariffs in line with evolving customer needs. This strategic focusdrives robust net additions, reinforcing our industry leadership and contributes ARPU growth as well. As a consequence of this strategy,we managed to add 816 thousand postpaid subscribers, marking our strongest performance in over five years. The share of postpaid subscribersin the total mobile subscriber base has thus reached 78%, representing an annual increase of five percentage points. As expected, theprepaid subscriber base declined to 8.7 million, primarily due to the rise of alternative data solutions and a customer shift towardpostpaid plans in response to inflationary pressures. Our mobile churn rate increased to 2.2% this quarter due to high volatility inthe mobile number portability market, which reached a record-high volume of 5.0 million transactions. Mobile ARPU (excluding M2M) recordeda 9.8% year-over-year increase, driven by price adjustments, successful upselling initiatives, and the notable expansion of our postpaidbase, which grew by 2.0 million over the past 12 months.
| 10 |
On the fixed side,our resell fiber base grew by 17 thousand during the quarter, largely driven by the launch of fiber services over the incumbent operator’sinfrastructure earlier this year. Turkcell Fiber recorded a net addition of 4 thousand subscribers. However, a decline of 26 thousandADSL subscribers, resulting from our profitability-driven approach in the resell segment, offset the total fiber net additions. Consequently,our fixed subscriber base remained broadly stable at 3.3 million as of the end of Q2 2025. Residential fiber ARPU rose by 17.5% year-over-year,fueled by the growing share of high-speed packages, a higher proportion of 12-month contracted subscribers, and price adjustments. Theshare of high-speed packages (100 Mbps and above) increased by 16 percentage points year-over-year this quarter.
As part of ourongoing efforts to expand our fiber footprint, we added 67 thousand new homepasses this quarter, bringing the total number of pure fiberhomepasses to 6.1 million.
| 11 |
Paycell sustainedits role as the primary growth engine of the Techfin segment this quarter, delivering 35.8% year-on-year revenue growth, driven primarilyby the POS business. POS services recorded 149% revenue growth fueled by rising transaction volumes and the onboarding of new merchants.Notably, 74% of Paycell’s revenues were generated from non-group clients, underscoring its growing success beyond the group ecosystem.Regarding profitability, the increasing share of POS within the revenue mix led to a decline in the EBITDA margin — a trend thatwas anticipated given the nature of the business model. Unlike many other payment companies, Paycell remains profitable and continuesto record a solid EBITDA margin by industry standards.
The total transactionvolume reached TRY39 billion in the second quarter of 2025, increasing by 75% year-on-year. POS volumes grew by 121%, driving the overallvolume increase.
Financell sustainedits positive revenue growth performance of 4.7%, despite tight monetary conditions and TRY20,000 limit on 12-month installment plansfor smart phones. Key contributors to this growth were a higher average interest rate across the loan portfolio compared to the previousyear and the implementation of tailored pricing offers. The EBITDA margin increased by 1.4pp to 15.5% in this quarter due mainly to lowerfunding costs on a yearly basis.
Financell’sloan portfolio reached TRY7.3 billion in Q225. By the end of the second quarter, the company had 0.7 million active customers. Financellis the market leader in the consumer financing sector, holding a 52% market share1 by number of loans.
(1) Source:Association of Financial Instuitions, as of Q125
| 12 |
As of June 30,2025, the Turkcell Group had approximately 45.6 million registered subscribers. This figure is calculated by taking the number of subscribersof Turkcell Türkiye and of each of our subsidiaries. It includes the total number of mobile, fiber, ADSL, cable and IPTV subscribersof Turkcell Türkiye, as well as the mobile subscribers of BeST and Kuzey Kıbrıs Turkcell.
| Turkcell Group Subscribers | Q224 | Q125 | Q225 | y/y% | q/q% | |||||||||||||||
| Turkcell Türkiye subscribers1 (million) | 43.2 | 43.1 | 43.5 | 0.7 | % | 0.9 | % | |||||||||||||
| BeST (Belarus) | 1.5 | 1.5 | 1.5 | - | - | |||||||||||||||
| Kuzey Kıbrıs Turkcell | 0.6 | 0.6 | 0.6 | - | - | |||||||||||||||
| Turkcell Group Subscribers (million) | 45.3 | 45.2 | 45.6 | 0.7 | % | 0.9 | % | |||||||||||||
(1) Subscribersto more than one service are counted separately for each service. This includes mobile, fixed broadband, IPTV, and wholesale (MVNO&FVNO)subscribers.
OVERVIEW OFTHE MACROECONOMIC ENVIRONMENT
The foreign exchangerates used in our financial reporting, along with certain macroeconomic indicators, are presented below.
| Quarter | Half Year | |||||||||||||||||||||||||||||||
| Q224 | Q125 | Q225 | y/y% | q/q% | H124 | H125 | y/y% | |||||||||||||||||||||||||
| GDP Growth (Türkiye) | 2.4 | % | 2.0 | % | n.a | n.a | n.a | 3.8 | % | n.a | n.a | |||||||||||||||||||||
| Consumer Price Index (Türkiye)(yoy) | 71.6 | % | 38.1 | % | 35.0 | % | (36.6 | )pp | (3.1 | )pp | 71.6 | % | 35.0 | % | (36.6 | )pp | ||||||||||||||||
| US$ / TRY rate | ||||||||||||||||||||||||||||||||
| Closing Rate | 32.8262 | 37.7656 | 39.7424 | 21.1 | % | 5.2 | % | 32.8262 | 39.7424 | 21.1 | % | |||||||||||||||||||||
| Average Rate | 32.3812 | 36.1936 | 38.7279 | 19.6 | % | 7.0 | % | 31.5718 | 37.4607 | 18.7 | % | |||||||||||||||||||||
| EUR / TRY rate | ||||||||||||||||||||||||||||||||
| Closing Rate | 35.1284 | 40.7019 | 46.5526 | 32.5 | % | 14.4 | % | 35.1284 | 46.5526 | 32.5 | % | |||||||||||||||||||||
| Average Rate | 34.8265 | 38.0036 | 43.8612 | 25.9 | % | 15.4 | % | 34.1060 | 40.9324 | 20.0 | % | |||||||||||||||||||||
| US$ / BYN rate | ||||||||||||||||||||||||||||||||
| Closing Rate | 3.1624 | 3.1176 | 2.9663 | (6.2 | )% | (4.9 | )% | 3.1624 | 2.9663 | (6.2 | )% | |||||||||||||||||||||
| Average Rate | 3.2221 | 3.2953 | 3.0300 | (6.0 | )% | (8.1 | )% | 3.2160 | 3.1627 | (1.7 | )% | |||||||||||||||||||||
| 13 |
RECONCILIATIONOF NON-GAAP FINANCIAL MEASUREMENTS:
We believe thatAdjusted EBITDA, among other key metrics, facilitates performance comparisons from period to period and aids management decision making.It also enables performance comparisons between companies. As a performance measure, Adjusted EBITDA eliminates potential differencescaused by variations in capital structures (affecting interest expense), tax positions (such as the impact of changes in effective taxrates on periods or companies) and the age and book depreciation of tangible and intangible assets (affecting relative depreciation andamortization expenses). We also present Adjusted EBITDA because we believe it is frequently used by securities analysts, investors andother interested parties in evaluating the performance of other mobile operators in the telecommunications industry in Europe, many ofwhich present Adjusted EBITDA when reporting their results.
Our AdjustedEBITDA definition includes Revenue, Cost of Revenue excluding depreciation and amortization, Selling and Marketing expenses, Administrativeexpenses and Net impairment losses on financial and contract assets, but excludes finance income and expense, other operating incomeand expense, investment activity income and expense, share of profit of equity accounted investees and minority interest.
Nevertheless,Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation from, or as a substitute for, analysisof our results of operations, as reported under IFRS. The following table provides a reconciliation of Adjusted EBITDA, as calculatedusing financial data prepared in accordance with IFRS to net profit, which we believe is the most directly comparable financial measurecalculated and presented in accordance with IFRS.
| Quarter | Half Year | |||||||||||||||||||||||
| Turkcell Group (million TRY) | Q224 | Q225 | y/y% | H124 | H125 | y/y% | ||||||||||||||||||
| Consolidated profit before minority interest | 3,920.5 | 4,200.5 | 7.1 | % | 7,769.5 | 7,467.8 | (3.9 | )% | ||||||||||||||||
| Profit /(loss) from discontinued operations | 713.2 | (187.4 | ) | (126.3 | )% | 1,504.7 | (187.4 | ) | (112.5 | )% | ||||||||||||||
| Income tax expense | 209.4 | (1,690.1 | ) | (907.1 | )% | (1,723.7 | ) | (5,357.6 | ) | 210.8 | % | |||||||||||||
| Consolidated profit before income tax & minority interest | 2,997.9 | 6,078.1 | 102.7 | % | 7,988.5 | 13,012.8 | 62.9 | % | ||||||||||||||||
| Share of loss of equity accounted investees | (1,028.9 | ) | (1,204.2 | ) | 17.0 | % | (1,110.8 | ) | (2,120.1 | ) | 90.9 | % | ||||||||||||
| Finance income | 2,122.2 | 2,891.5 | 36.3 | % | 5,522.4 | 7,085.3 | 28.3 | % | ||||||||||||||||
| Finance costs | (5,759.9 | ) | (5,058.9 | ) | (12.2 | )% | (12,800.8 | ) | (10,648.7 | ) | (16.8 | )% | ||||||||||||
| Monetary gain / (loss) | 1,626.2 | 826.1 | (49.2 | )% | 5,502.3 | 1,842.6 | (66.5 | )% | ||||||||||||||||
| Other income / (expenses) | (283.6 | ) | (194.5 | ) | (31.4 | )% | (603.3 | ) | (671.2 | ) | 11.3 | % | ||||||||||||
| EBIT | 6,321.9 | 8,817.9 | 39.5 | % | 11,478.7 | 17,524.8 | 52.7 | % | ||||||||||||||||
| Depreciation and amortization | (13,782.6 | ) | (14,267.8 | ) | 3.5 | % | (27,298.0 | ) | (27,779.0 | ) | 1.8 | % | ||||||||||||
| Adjusted EBITDA | 20,104.6 | 23,085.8 | 14.8 | % | 38,776.7 | 45,303.9 | 16.8 | % | ||||||||||||||||
| 14 |
RECONCILIATIONOF ARPU: ARPU is an operational metric and the methodology for calculating performance measuressuch as ARPU varies substantially among operators. It is not standardized across the telecommunications industry; thus, reported performancemeasures vary from those that may result from using a single methodology. Management believes this metric is helpful in assessing thedevelopment of our services over time. The following table shows the reconciliation of Turkcell Türkiye revenues to such revenuesincluded in the ARPU calculations for Q224 and Q225.
| Reconciliation of ARPU | Q224 | Q225 | ||||||
| Turkcell Türkiye Revenue (million TRY) | 43,143.2 | 48,219.8 | ||||||
| Telecommunication services revenue | 39,554.1 | 43,553.7 | ||||||
| Equipment revenue | 2,961.9 | 4,153.9 | ||||||
| Other | 627.2 | 512.2 | ||||||
| Revenues not attributed to ARPU calculation1 | (6,838.6 | ) | (8,640.4 | ) | ||||
| Turkcell Türkiye revenues included in ARPU calculation2 | 35,677.4 | 39,067.1 | ||||||
| Mobile blended ARPU (TRY) | 283.6 | 306.4 | ||||||
| Average number of mobile subscribers during the year (million) | 38.4 | 38.4 | ||||||
| Fixed residential ARPU (TRY) | 350.8 | 414.7 | ||||||
| Average number of fixed residential subscribers during the year (million) | 2.9 | 3.0 | ||||||
(1) Revenuefrom fixed corporate and wholesale business; digital business sales, tower business, and other non-subscriber-based revenues
(2) Revenuesfrom Turkcell Türkiye included in ARPU calculation comprise telecommunication services revenue, equipment revenue, and revenuesnot attributed to ARPU calculation.
| 15 |
ABOUTTURKCELL: Turkcell, headquartered in Türkiye, is a leading technology and telecommunicationscompany offering a diverse portfolio of voice, data, and IPTV services across its mobile and fixed networks, alongside digital consumer,enterprise, and techfin solutions. The Turkcell Group operates in three countries: Türkiye, Belarus, and Northern Cyprus. In Q225,Turkcell Group reported revenue of TRY53.0 billion, with total assets of TRY457.4 billion as of June 30, 2025. Listed on both theNYSE and BIST since July 2000, Turkcell remains the only dual-listed company on these exchanges. Read more at www.turkcell.com.tr.
For furtherinformation, please contact Turkcell
Investor Relations Tel: + 90 212 313 1888 investor.relations@turkcell.com.tr | Corporate Communications: Tel: + 90 212 313 2321 Turkcell-Kurumsal-Iletisim@turkcell.com.tr |
| 16 |
Table: NetForeign Exchange Gain and Loss Details
| Quarter | Half Year | |||||||||||||||||||||||
| Million TRY | Q224 | Q225 | y/y% | H124 | H125 | y/y% | ||||||||||||||||||
| Net FX loss before hedging | (1,006.3 | ) | (84.5 | ) | (91.6 | )% | (4,937.4 | ) | (1,974.9 | ) | (60.0 | )% | ||||||||||||
| Swap interest income/(expense) | 149.6 | 47.4 | (68.3 | )% | 419.8 | 178.6 | (57.5 | )% | ||||||||||||||||
| Fair value gain on derivative financial instruments | (1,853.3 | ) | (1,985.0 | ) | 7.1 | % | (1,569.4 | ) | (1,690.2 | ) | 7.7 | % | ||||||||||||
| Net FX gain / (loss) after hedging | (2,710.0 | ) | (2,022.1 | ) | (25.4 | )% | (6,086.9 | ) | (3,486.4 | ) | (42.7 | )% | ||||||||||||
Table: IncomeTax Expense Details
| Quarter | Half Year | |||||||||||||||||||||||
| Million TRY | Q224 | Q225 | y/y% | H124 | H125 | y/y% | ||||||||||||||||||
| Current tax expense | (151.2 | ) | (3,667.4 | ) | 2,325.5 | % | (216.7 | ) | (4,327.6 | ) | 1,897.0 | % | ||||||||||||
| Deferred tax income / (expense) | 360.6 | 1,977.2 | 448.3 | % | (1,507.0 | ) | (1,030.1 | ) | (31.6 | )% | ||||||||||||||
| Income tax expense | 209.4 | (1,690.1 | ) | (907.1 | )% | (1,723.7 | ) | (5,357.6 | ) | 210.8 | % | |||||||||||||
| 17 |
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIXMONTHS PERIOD ENDED 30 JUNE 2025
| CONTENT | PAGE |
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
INTERIM CONDENSED CONSOLIDATED STATEMENT OFFINANCIAL POSITION AS OF 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| Notes | 30 June 2025 | 31 December 2024 | ||||||||
| Assets | ||||||||||
| Property, plant and equipment | 8 | 128,067,910 | 122,070,968 | |||||||
| Right-of-use assets | 10 | 21,101,130 | 11,870,256 | |||||||
| Intangible assets | 9 | 93,644,943 | 95,523,701 | |||||||
| Investment properties | 191,714 | 218,570 | ||||||||
| Trade receivables | 188,733 | 382,730 | ||||||||
| Receivables from financial services | 274,878 | 428,367 | ||||||||
| Contract assets | 266,739 | 192,517 | ||||||||
| Financial assets at fair value through other comprehensive income | 12 | 17,116,570 | 13,828,395 | |||||||
| Financial assets at fair value through profit or loss | 12 | 3,304,603 | 6,955,786 | |||||||
| Deferred tax assets | 7,563,472 | 2,961,042 | ||||||||
| Investments in equity accounted investees | 20 | 4,056,683 | 6,176,747 | |||||||
| Other non-current assets | 7,687,797 | 8,421,151 | ||||||||
| Total non-current assets | 283,465,172 | 269,030,230 | ||||||||
| Inventories | 731,243 | 787,095 | ||||||||
| Trade receivables | 21,293,108 | 19,208,319 | ||||||||
| Due from related parties | 18 | 479,576 | 287,635 | |||||||
| Receivables from financial services | 8,054,076 | 8,333,255 | ||||||||
| Contract assets | 6,030,248 | 6,067,567 | ||||||||
| Derivative financial instruments | 14 | 2,520,570 | 2,383,779 | |||||||
| Financial assets at amortized cost | 12 | 453,282 | 1,243,626 | |||||||
| Financial assets at fair value through other comprehensive income | 12 | 5,603,822 | 2,615,163 | |||||||
| Financial assets at fair value through profit or loss | 12 | 4,408,140 | 4,169,562 | |||||||
| Cash and cash equivalents | 11 | 116,601,097 | 80,428,396 | |||||||
| Other current assets | 7,741,353 | 7,125,271 | ||||||||
| Total current assets | 173,916,515 | 132,649,668 | ||||||||
| Total assets | 457,381,687 | 401,679,898 | ||||||||
The above interim condensed consolidatedstatement of financial position should be read in conjunction with the accompanying notes.
1
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
INTERIM CONDENSED CONSOLIDATED STATEMENT OFFINANCIAL POSITION AS OF 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 30 June | 31 December | |||||||||
| Notes | 2025 | 2024 | ||||||||
| Equity | ||||||||||
| Share capital | 54,468,315 | 54,468,315 | ||||||||
| Share premium | 48,929 | 48,929 | ||||||||
| Treasury shares | (1,523,495 | ) | (1,549,608 | ) | ||||||
| Reserves | 4,931,535 | 2,578,642 | ||||||||
| Remeasurements of defined benefit plan | (3,600,861 | ) | (3,603,469 | ) | ||||||
| Retained earnings | 165,382,009 | 166,198,406 | ||||||||
| Total equity | 219,706,432 | 218,141,215 | ||||||||
| Liabilities | ||||||||||
| Borrowings | 13 | 113,421,078 | 61,178,167 | |||||||
| Trade and other payables | 384,645 | 196,968 | ||||||||
| Due to related parties | 16,872 | 295 | ||||||||
| Employee benefit obligations | 3,742,285 | 3,537,645 | ||||||||
| Provisions | 2,254,717 | 2,238,710 | ||||||||
| Deferred tax liabilities | 11,012,273 | 6,125,084 | ||||||||
| Contract liabilities | 2,359,768 | 2,511,818 | ||||||||
| Other non-current liabilities | 1,834,929 | 1,770,381 | ||||||||
| Total non-current liabilities | 135,026,567 | 77,559,068 | ||||||||
| Borrowings | 13 | 59,437,001 | 60,559,715 | |||||||
| Current tax liabilities | 2,420,755 | 1,307,573 | ||||||||
| Trade and other payables | 31,430,059 | 34,619,991 | ||||||||
| Due to related parties | 2,846,738 | 1,119,948 | ||||||||
| Deferred revenue | 951,690 | 592,191 | ||||||||
| Provisions | 1,104,825 | 5,425,755 | ||||||||
| Contract liabilities | 1,909,260 | 1,776,361 | ||||||||
| Derivative financial instruments | 14 | 2,548,360 | 578,081 | |||||||
| Total current liabilities | 102,648,688 | 105,979,615 | ||||||||
| Total liabilities | 237,675,255 | 183,538,683 | ||||||||
| Total equity and liabilities | 457,381,687 | 401,679,898 | ||||||||
The above interim condensed consolidated statementof financial position should be read in conjunction with the accompanying notes.
2
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
INTERIM CONDENSED CONSOLIDATED STATEMENT OFPROFIT OR LOSS FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| Continuing operations | Notes | 6 months period ended at 30 June 2025 | 3 months period ended at 30 June 2025 | 6 months period ended at 30 June 2024 | 3 months period ended at 30 June 2024 | ||||||||||||||
| Revenue | 4 | 98,431,799 | 50,295,274 | 88,172,294 | 45,021,512 | ||||||||||||||
| Revenue from financial services | 4 | 5,433,744 | 2,726,645 | 4,101,574 | 2,128,663 | ||||||||||||||
| Total revenue | 103,865,543 | 53,021,919 | 92,273,868 | 47,150,175 | |||||||||||||||
| Cost of revenue | (71,490,009 | ) | (36,797,375 | ) | (68,307,706 | ) | (34,330,097 | ) | |||||||||||
| Cost of revenue from financial services | (3,491,567 | ) | (1,781,713 | ) | (2,915,393 | ) | (1,493,618 | ) | |||||||||||
| Total cost of revenue | (74,981,576 | ) | (38,579,088 | ) | (71,223,099 | ) | (35,823,715 | ) | |||||||||||
| Gross profit | 26,941,790 | 13,497,899 | 19,864,588 | 10,691,415 | |||||||||||||||
| Gross profit from financial services | 1,942,177 | 944,932 | 1,186,181 | 635,045 | |||||||||||||||
| Total gross profit | 28,883,967 | 14,442,831 | 21,050,769 | 11,326,460 | |||||||||||||||
| Other income | 5 | 58,649 | 23,663 | 81,084 | 6,884 | ||||||||||||||
| Selling and marketing expenses | (6,749,535 | ) | (3,341,475 | ) | (5,621,395 | ) | (3,047,825 | ) | |||||||||||
| Administrative expenses | (4,095,880 | ) | (1,975,410 | ) | (3,317,004 | ) | (1,617,224 | ) | |||||||||||
| Net impairment losses on financial and contract assets | (513,715 | ) | (308,007 | ) | (633,650 | ) | (339,478 | ) | |||||||||||
| Other expenses | 5 | (729,827 | ) | (218,178 | ) | (684,422 | ) | (290,512 | ) | ||||||||||
| Operating profit | 16,853,659 | 8,623,424 | 10,875,382 | 6,038,305 | |||||||||||||||
| Finance income | 6 | 7,085,337 | 2,891,521 | 5,522,375 | 2,122,162 | ||||||||||||||
| Finance costs | 6 | (10,648,702 | ) | (5,058,870 | ) | (12,800,817 | ) | (5,759,888 | ) | ||||||||||
| Monetary gain (loss) | 6 | 1,842,565 | 826,134 | 5,502,345 | 1,626,234 | ||||||||||||||
| Net finance costs / income | (1,720,800 | ) | (1,341,215 | ) | (1,776,097 | ) | (2,011,492 | ) | |||||||||||
| Share of loss of equity accounted investees | 20 | (2,120,064 | ) | (1,204,156 | ) | (1,110,756 | ) | (1,028,912 | ) | ||||||||||
| Profit/(loss) before income tax from continuing operations | 13,012,795 | 6,078,053 | 7,988,529 | 2,997,901 | |||||||||||||||
| Income tax expense | (5,357,638 | ) | (1,690,141 | ) | (1,723,687 | ) | 209,415 | ||||||||||||
| Profit/(loss) for the period from continuing operations | 7,655,157 | 4,387,912 | 6,264,842 | 3,207,316 | |||||||||||||||
| Profit for the period from discontinued operations | 21 | (187,403 | ) | (187,403 | ) | 1,504,660 | 713,167 | ||||||||||||
| Profit/ (Loss) for the period | 7,467,754 | 4,200,509 | 7,769,502 | 3,920,483 | |||||||||||||||
| Profit for the year is attributable to: | |||||||||||||||||||
| Owners of the Company | 7,467,754 | 4,200,509 | 7,779,246 | 3,922,266 | |||||||||||||||
| Non-controlling interests | - | - | (9,744 | ) | (1,783 | ) | |||||||||||||
| Total | 7,467,754 | 4,200,509 | 7,769,502 | 3,920,483 | |||||||||||||||
| Basic and diluted earnings per share for profit attributable to owners of the Company (in full TL) | 3.43 | 1.93 | 3.57 | 1.80 | |||||||||||||||
| Basic and diluted earnings per share for profit from continuing operations attributable to owners of the Company (in full TL) | 3.51 | 2.01 | 2.88 | 1.47 | |||||||||||||||
| Basic and diluted earnings per share for profit from discontinued operations attributable to owners of the Company (in full TL) | (0.09 | ) | (0.09 | ) | 0.69 | 0.33 | |||||||||||||
The above interim condensed consolidated statementof profit or loss should be read in conjunction with the accompanying notes.
3
TU RKCELL İLETİŞİM HİZMETLERİA.Ş.
CONDENSED CONSOLIDATED STATEMENT OF OTHERCOMPREHENSIVE INCOME FOR THE SIX MONTHS INTERIM PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 6 months | 3 months | 6 months | 3 months | ||||||||||||||||
| period ended | period ended | period ended | period ended | ||||||||||||||||
| at 30 June | at 30 June | at 30 June | at 30 June | ||||||||||||||||
| Notes | 2025 | 2025 | 2024 | 2024 | |||||||||||||||
| Profit/ (loss) for the period | 7,467,754 | 4,200,509 | 7,769,502 | 3,920,483 | |||||||||||||||
| Items that will not be reclassified to profit or loss: | |||||||||||||||||||
| Remeasurements of defined termination benefit | 4,654 | 1,969 | 24,108 | 2,567 | |||||||||||||||
| Income tax relating to remeasurements of defined termination benefit | (2,046 | ) | (656 | ) | (1,592 | ) | (1,007 | ) | |||||||||||
| 2,608 | 1,313 | 22,516 | 1,560 | ||||||||||||||||
| Other comprehensive income/(expense): | |||||||||||||||||||
| Items that may be reclassified to profit or loss: | |||||||||||||||||||
| Exchange differences on translation of foreign operations | 2,042,870 | 772,687 | (1,200,378 | ) | (903,208 | ) | |||||||||||||
| Fair value reserve | (100,900 | ) | 559,814 | (11,020 | ) | (584 | ) | ||||||||||||
| Cash flow hedges | (1,632,327 | ) | (707,724 | ) | (426,215 | ) | (1,253,197 | ) | |||||||||||
| Cost of hedging reserve | 952,757 | 343,227 | 1,235,993 | 1,997,727 | |||||||||||||||
| Loss on hedges of net investments in foreign operations | 949,628 | 224,479 | 605,251 | 553,103 | |||||||||||||||
| Income tax relating to these items | (35,791 | ) | (98,575 | ) | 304,749 | (106,606 | ) | ||||||||||||
| - Income tax relating to exchange differences | - | - | (24,149 | ) | (1,312 | ) | |||||||||||||
| - Income tax relating to cash flow hedges | 414,580 | 183,305 | (302,321 | ) | 162,301 | ||||||||||||||
| - Income tax relating to cost of hedging reserve | (238,189 | ) | (85,806 | ) | 310,007 | (289,093 | ) | ||||||||||||
| - Income tax relating to fair value reserve | 25,225 | (139,954 | ) | 10,272 | 2,700 | ||||||||||||||
| - Income tax relating to hedges of net investments | (237,407 | ) | (56,120 | ) | 310,940 | 18,798 | |||||||||||||
| 2,176,237 | 1,093,908 | 508,380 | 287,235 | ||||||||||||||||
| Other comprehensive income for the year, net of income tax | 2,178,845 | 1,095,221 | 530,896 | 288,795 | |||||||||||||||
| Total comprehensive income for the year | 9,646,599 | 5,295,730 | 8,300,398 | 4,209,278 | |||||||||||||||
| Total comprehensive income for the year is attributable to: | |||||||||||||||||||
| Owners of the Company | 9,646,599 | 5,295,730 | 8,310,142 | 4,211,061 | |||||||||||||||
| Non-controlling interests | - | - | (9,744 | ) | (1,783 | ) | |||||||||||||
| Total | 9,646,599 | 5,295,730 | 8,300,398 | 4,209,278 | |||||||||||||||
The above interim condensed consolidated statement of other comprehensiveincome should be read in conjunction with the accompanying notes.
4
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIXMONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousandof Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| Share capital | Treasury shares | Share premium | Legal reserves (*) | Fair value reserve (*) | Hedges of net investments in foreign operations (*) | Hedging reserve (*) | Cost of hedging reserve (*) | Foreign currency translation reserve(*) | Remeasurement of defined benefit plan | Retained earnings | Reserve of disposal group held for sale | Total | Non-controlling interests | Total equity | |||||||||||||||||||||||||||||||
| Balance at 1 January 2024 | 54,468,315 | (1,248,755 | ) | 12,942 | 41,643,000 | (151,629 | ) | (9,324,434 | ) | 7,117,319 | (12,486,388 | ) | (27,749,985 | ) | (3,448,433 | ) | 146,754,268 | 10,343,298 | 205,929,518 | (21,821 | ) | 205,907,697 | |||||||||||||||||||||||
| Profit/ (loss) for the year | - | - | - | - | - | - | - | - | - | - | 7,779,246 | - | 7,779,246 | (9,744 | ) | 7,769,502 | |||||||||||||||||||||||||||||
| Other comprehensive income, net of income tax | - | - | - | - | (748 | ) | 916,191 | (728,536 | ) | 1,546,000 | (1,224,527 | ) | 22,516 | - | - | 530,896 | - | 530,896 | |||||||||||||||||||||||||||
| Total comprehensive income | - | - | - | - | (748 | ) | 916,191 | (728,536 | ) | 1,546,000 | (1,224,527 | ) | 22,516 | 7,779,246 | - | 8,310,142 | (9,744 | ) | 8,300,398 | ||||||||||||||||||||||||||
| Transfers to legal reserves | - | - | - | 847,725 | - | - | - | - | - | - | (847,725 | ) | - | - | - | - | |||||||||||||||||||||||||||||
| Dividend paid | - | 70,079 | - | - | - | - | - | - | - | - | (8,616,098 | ) | - | (8,546,019 | ) | - | (8,546,019 | ) | |||||||||||||||||||||||||||
| Discontinued operations (Note 21) | - | - | - | - | - | - | - | - | 1,788,622 | - | - | (1,788,622 | ) | - | - | - | |||||||||||||||||||||||||||||
| Other | - | - | - | - | - | - | - | - | - | - | - | - | - | 4,327 | 4,327 | ||||||||||||||||||||||||||||||
| Balance at 30 June 2024 | 54,468,315 | (1,178,676 | ) | 12,942 | 42,490,725 | (152,377 | ) | (8,408,243 | ) | 6,388,783 | (10,940,388 | ) | (27,185,890 | ) | (3,425,917 | ) | 145,069,691 | 8,554,676 | 205,693,641 | (27,238 | ) | 205,666,403 | |||||||||||||||||||||||
| Balance at 1 January 2025 | 54,468,315 | (1,549,608 | ) | 48,929 | 40,959,036 | (63,310 | ) | (7,896,306 | ) | 6,659,781 | (11,163,949 | ) | (25,916,610 | ) | (3,603,469 | ) | 166,198,406 | - | 218,141,215 | - | 218,141,215 | ||||||||||||||||||||||||
| Profit/ (loss) for the year | - | - | - | - | - | - | - | - | - | - | 7,467,754 | - | 7,467,754 | - | 7,467,754 | ||||||||||||||||||||||||||||||
| Other comprehensive income, net of income tax | - | - | - | - | (75,675 | ) | 712,221 | (1,217,747 | ) | 714,568 | 2,042,870 | 2,608 | - | - | 2,178,845 | - | 2,178,845 | ||||||||||||||||||||||||||||
| Total comprehensive income | - | - | - | - | (75,675 | ) | 712,221 | (1,217,747 | ) | 714,568 | 2,042,870 | 2,608 | 7,467,754 | - | 9,646,599 | - | 9,646,599 | ||||||||||||||||||||||||||||
| Transfers to legal reserves | - | - | - | 799,459 | - | - | - | - | - | - | (799,459 | ) | - | - | - | - | |||||||||||||||||||||||||||||
| Dividend paid (**) | - | 79,121 | - | (622,803 | ) | - | - | - | - | - | - | (7,484,692 | ) | - | (8,028,374 | ) | - | (8,028,374 | ) | ||||||||||||||||||||||||||
| Acquisition of treasury shares (-) | - | (53,008 | ) | - | - | - | - | - | - | - | - | - | - | (53,008 | ) | - | (53,008 | ) | |||||||||||||||||||||||||||
| Other | - | - | - | - | - | - | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||||||||||||
| Balance at 30 June 2025 | 54,468,315 | (1,523,495 | ) | 48,929 | 41,135,692 | (138,985 | ) | (7,184,085 | ) | 5,442,034 | (10,449,381 | ) | (23,873,740 | ) | (3,600,861 | ) | 165,382,009 | - | 219,706,432 | - | 219,706,432 | ||||||||||||||||||||||||
(*) Included in Reserves in the consolidated statement of financialposition.
(**) As of 30 June 2025, the first installment of the profitdistribution amounting to TRY 3,659,876 out of the total TRY 8,028,374 was paid on 24 June 2025. The accrued liability related tothe profit distribution has been recorded under other liabilities, and the remaining amount will be paid in December.
The above consolidated statement of changes inequity should be read in conjunction with the accompanying notes.
5
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTOF CASH FLOWS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| Note | 30 June 2025 | 30 June 2024 | |||||||||
| Cash flows from operating activities: | |||||||||||
Profit/(loss) for the year | 7,655,157 | 6,264,842 | |||||||||
| Discontinued operations | 21 | (187,403 | ) | 1,504,660 | |||||||
| Profit/ (loss) for the period including discontinued operations | 7,467,754 | 7,769,502 | |||||||||
| Adjustments for: | |||||||||||
| Depreciation and impairment of property, plant and equipment and investment properties | 8 | 10,467,758 | 13,935,740 | ||||||||
| Amortization of intangible assets and right of use assets | 9-10 | 17,311,101 | 15,358,168 | ||||||||
| Impairment on property, plant and equipment and intangible asset | 8 | 171 | (2,026 | ) | |||||||
| Net finance expense | 1,774,882 | 4,242,920 | |||||||||
| Fair value adjustments to derivatives | 1,645,184 | (1,255,611 | ) | ||||||||
| Income tax expense | 5,357,638 | 2,007,764 | |||||||||
| Gain on sale of property, plant and equipment | (7,327 | ) | 9,944 | ||||||||
| Effects of exchange rate changes and inflation adjustments | 13,343,936 | 221,055 | |||||||||
| Provisions | 2,309,891 | 2,412,022 | |||||||||
| Share of (profit)/loss of associates and joint ventures | 20 | 2,120,064 | 1,110,756 | ||||||||
| Fair value adjustments to financial assets through profit or loss | (373,533 | ) | (1,298,636 | ) | |||||||
| Non-cash other adjustments | 69,039 | 72,639 | |||||||||
| 61,486,558 | 44,584,237 | ||||||||||
| Change in operating assets/liabilities | |||||||||||
| Change in trade receivables | (1,842,571 | ) | (1,659,232 | ) | |||||||
| Change in due from related parties | (191,476 | ) | (160,230 | ) | |||||||
| Change in receivables from financial services | 338,134 | 1,694,123 | |||||||||
| Change in inventories | 55,852 | 8,015 | |||||||||
| Change in other current assets | (580,870 | ) | (392,219 | ) | |||||||
| Change in other non-current assets | (304,954 | ) | 21,007 | ||||||||
| Change in due to related parties | 283,421 | (709,369 | ) | ||||||||
| Change in trade and other payables | (7,351,209 | ) | (9,021,465 | ) | |||||||
| Change in other non-current liabilities | 83,605 | (215,462 | ) | ||||||||
| Change in employee benefit obligations | (180,439 | ) | (25,374 | ) | |||||||
| Change in short term contract asset | (74,222 | ) | (1,350,707 | ) | |||||||
| Change in long term contract asset | 36,784 | (101,069 | ) | ||||||||
| Change in deferred revenue | 368,653 | 112,612 | |||||||||
| Change in short term contract liability | 132,899 | (312,058 | ) | ||||||||
| Change in long term contract liability | (152,050 | ) | 87,506 | ||||||||
| Changes in other working capital | (5,018,521 | ) | (1,938,684 | ) | |||||||
| Cash generated from operations | 47,089,594 | 30,621,631 | |||||||||
| Interest paid | (8,024,348 | ) | (7,773,763 | ) | |||||||
| Income tax paid | (3,201,363 | ) | (213,844 | ) | |||||||
| Net cash inflow from operating activities | 35,863,883 | 22,634,024 | |||||||||
| Cash flows from investing activities: | |||||||||||
| Acquisition of property, plant and equipment | 8 | (16,457,866 | ) | (15,769,267 | ) | ||||||
| Acquisition of intangible assets | 9 | (11,144,023 | ) | (10,112,430 | ) | ||||||
| Proceeds from sale of property, plant and equipment | 604,350 | 1,339,144 | |||||||||
| (Payments for)/proceeds from advances given for acquisition of property, plant and equipment | 1,053,778 | (2,541,477 | ) | ||||||||
| Cash inflows from sale of shares or borrowing instruments of other enterprises or funds | 39,298,469 | 6,218,264 | |||||||||
| Cash outflows from purchase of shares or borrowing instruments of other enterprises or funds | (43,862,999 | ) | (17,644,095 | ) | |||||||
| Cash (outflows)/inflows from financial assets at amortized cost | 1,651,129 | 10,465,056 | |||||||||
| Cash (outflows)/inflows financial assets at fair value through profit or loss | - | (6,182,975 | ) | ||||||||
| Interest received | 6,979,043 | 6,432,698 | |||||||||
| Net cash outflow from investing activities | (21,878,119 | ) | (27,795,082 | ) | |||||||
| Cash flows from financing activities: | |||||||||||
| Proceeds from derivative instruments | 3,238,559 | 3,137,937 | |||||||||
| Repayments of derivative instruments | (3,630,492 | ) | (3,664,996 | ) | |||||||
| Proceeds from issues of loans and borrowings | 43,724,028 | 38,527,595 | |||||||||
| Proceeds from issues of bonds | 43,064,644 | 9,020,815 | |||||||||
| Repayments of borrowings | (38,287,090 | ) | (30,834,243 | ) | |||||||
| Repayments of bonds | (6,050,010 | ) | (6,318,762 | ) | |||||||
| Dividends paid to shareholders | (3,659,876 | ) | - | ||||||||
| Acquisition of treasury shares | (53,008 | ) | - | ||||||||
| Payments of lease liabilities | (3,539,435 | ) | (3,213,194 | ) | |||||||
| Net cash outflow from financing activities | 34,807,320 | 6,655,152 | |||||||||
| Net increase in cash and cash equivalents | 48,793,084 | 1,494,094 | |||||||||
| Cash and cash equivalents at 1 January | 80,101,394 | 90,669,286 | |||||||||
| Effects of exchange rate changes on cash and cash equivalents and inflation adjustment | (12,360,186 | ) | (17,553,405 | ) | |||||||
| Cash and cash equivalents at 30 June | 11 | 116,534,292 | 74,609,975 | ||||||||
The above interim condensed consolidatedstatement of cash flow should be read in conjunction with the accompanying notes.
6
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 1. | Reporting entity |
Turkcell Iletisim Hizmetleri AnonimSirketi (the “Company” or “Turkcell”) was incorporated in Turkiye on 5 October 1993 and commenced its operationsin 1994. The address of the Company’s registered office is Maltepe Aydinevler Mahallesi Inonu Caddesi No: 20, Kucukyali Ofispark/Istanbul.
The Company operates under a 25-yearGSM license granted in and effective from April 1998 (2G License), a 20-year 3G license granted in and effective from April 2009and a 13-year 4.5G license granted in August 2016 and effective from April 2016. On 7 April 2023, the 2G License has beenextended to 30 April 2029. As of 30 June 2025, the Company’s shares are listed on Borsa Istanbul A.Ş. (“BIST”)and New York Stock Exchange (“NYSE”).
The interim condensed consolidatedfinancial statements of the Company as at and for the six months ended 30 June 2025 comprise the Company and its subsidiaries (togetherreferred to as the “Group”) and the Group’s interest in an associate.
These interim condensed consolidatedfinancial statements were authorized for issue by the Board of Directors on 13 August 2025.
As of 30 June 2025, the ownershipinterest and voting rights of TVF Bilgi Teknolojileri Iletisim Hizmetleri Yatırım Sanayi ve Ticaret Anonim Sirketi (“TVFBTIH”) and IMTIS Holdings S.a r l. (“IMTIS Holdings”) in the Company are 26.2% and 19.8%, respectively. The proportionof the Company’s shares that are traded in domestic and foreign stock exchanges are 53.95%.
As of 30 June 2025, the Group’simmediate shareholder is TVF BTIH, which is wholly owned by Turkiye Varlik Fonu (“TVF”). TVF has been established with theLaw No. 6741 and published in the Official Gazette dated 26 August 2016.
The Company’s board of directorsconsists of a total of nine non-executive members including three independent members as of 30 June 2025.
| 2. | Basis of preparation of financial statements |
These interim condensed consolidatedfinancial statements for the six months ended 30 June 2025 have been prepared in accordance with IAS 34 Interim Financial Reporting.
These interim condensed consolidatedfinancial statements do not include all the information and disclosures required in the annual financial statements, and should be readin conjunction with the Group’s annual consolidated financial statements as at 31 December 2024.
The accounting policies and presentationare consistent with those of the previous financial year and corresponding interim reporting period.
The financial statements of the Companyand those of the subsidiaries, associates and joint ventures located in Türkiye and Turkish Republic of Northern Cyprus for theyear ended 30 June 2025 were restated for the changes in the general purchasing power of Turkish Lira, which is their functionalcurrency, based on International Accounting Standard No. 29 (“IAS 29”) “Financial Reporting in HyperinflationaryEconomies”. IAS 29 requires that financial statements prepared in the currency of a hyperinflationary economy be stated in termsof the measuring unit current at the balance sheet date and that corresponding figures for previous periods be restated in the same terms.
The table below shows the evolutionof CPI in the last three years and as of 30 June 2025:
| Annual Index | Conversion factor | Cumulative Inflation (last three years) | ||||||||||
| 30 June 2025 | 3,132.17 | 1.00000 | %220 | |||||||||
| 31 December 2024 | 2,684.55 | 1.16674 | %291 | |||||||||
| 30 June 2024 | 2,319.29 | 1.35049 | %324 | |||||||||
7
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 2. | Basis of preparation of financial statements (continued) |
New standards and interpretations
The accounting policies adopted inpreparation of the consolidated financial statements as of 30 June 2025 are consistent with those of the previous financial year,except for the adoption of new and amended IFRS and IFRIC interpretations effective as of 1 January 2025 and thereafter. The effectsof these standards and interpretations on the Group’s financial position and performance have been disclosed in the related paragraphs.
| i) | The new standards, amendments and interpretations which are effective as of 1 January 2025 are as follows: |
Amendments to IAS 21 - Lack of exchangeability
In August 2023, the Board issuedamendments to IAS 21. The amendments specify how an entity should assess whether a currency is exchangeable and how it should determinea spot exchange rate when exchangeability is lacking. When an entity estimates a spot exchange rate because a currency is not exchangeableinto another currency, it discloses information that enables users of its financial statements to understand how the currency not beingexchangeable into the other currency affects, or is expected to affect, the entity’s financial performance, financial positionand cash flows. When applying the amendments, an entity cannot restate comparative information.
The Group expects no significant impacton its balance sheet and equity.
| ii) | Standards, amendments and interpretations that are issued but not yet effective: |
Standards, interpretations and amendmentsto existing standards that are issued but not yet effective up to the date of issuance of the interim condensed consolidated financialstatements are as follows. The Group will make the necessary changes if not indicated otherwise, which will be affecting the consolidatedfinancial statements and disclosures, when the new standards and interpretations become effective.
Amendments to IFRS 10 and IAS 28- Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
In December 2015, IASB postponedthe effective date of this amendment indefinitely pending the outcome of its research project on the equity method of accounting. Earlyapplication of the amendments is still permitted.
The Group will wait until the finalamendment to assess the impacts of the changes.
8
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTSFOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025unless otherwise stated. Currencies other than Turkish Lira are expressed in thousands unless otherwise stated.)
| 2. | Basis of preparation of financial statements (continued) |
New standards and interpretations (continued)
| ii) | Standards, amendments and interpretations that are issuedbut not yet effective: (continued) |
Amendments to IFRS 9 and IFRS 7 – Classification and measurement of financial instruments
In May 2024, the Board issuedamendments to the classification and measurement of financial instruments (amendments to IFRS 9 and IFRS 7). The amendment clarifiesthat a financial liability is derecognized on the ‘settlement date’. It also introduces an accounting policy option to derecognizefinancial liabilities that are settled through an electronic payment system before settlement date if certain conditions are met. Theamendment also clarified how to assess the contractual cash flow characteristics of financial assets that include environmental, socialand governance (ESG)-linked features and other similar contingent features as well as the treatment of non-recourse assets and contractuallylinked instruments. Additional disclosures in IFRS 7 for financial assets and liabilities with contractual terms that reference a contingentevent (including those that are ESG-linked), and equity instruments classified at fair value through other comprehensive income are addedwith the amendment. The amendment will be effective for annual periods beginning on or after 1 January 2026. Entities can earlyadopt the amendments that relate to the classification of financial assets plus the related disclosures and apply the other amendmentslater. The new requirements will be applied retrospectively with an adjustment to opening retained earnings.
The Group is in the process of assessingthe impact of the amendments on financial position or performance of the Group.
Annual Improvements to IFRS AccountingStandards – Volume 11
In July 2024, the IASB issuedAnnual Improvements to IFRS Accounting Standards – Volume 11, amending the followings:
| - | IFRS 1 First-time Adoption of International Financial Reporting Standards – Hedge Accounting by a First- time Adopter: These amendments are intended to address potential confusion arising from an inconsistency between the wording in IFRS 1 and the requirements for hedge accounting in IFRS 9. |
| - | IFRS 7 Financial Instruments: Disclosures – Gain or Loss on Derecognition: The amendments update the language on unobservable inputs in the Standard and include a cross reference to IFRS 13. |
| - | IFRS 9 Financial Instruments – Lessee Derecognition of Lease Liabilities and Transaction Price: IFRS 9 has been amended to clarify that, when a lessee has determined that a lease liability has been extinguished in accordance with IFRS 9, the lessee is required to apply derecognition requirement of IFRS 9 and recognise any resulting gain or loss in profit or loss. IFRS 9 has been also amended to remove the reference to 'transaction price”. |
| - | IFRS 10 Consolidated Financial Statements – Determination of a 'De Facto Agent': The amendments are intended to remove the inconsistencies between IFRS 10 paragraphs. |
| - | IAS 7 Statement of Cash Flows – Cost Method: The amendments remove the term of “cost method” following the prior deletion of the definition of 'cost method'. |
Improvements are effective for annualreporting periods beginning on or after 1 January 2026. Earlier application is permitted for all.
The amendments are not expected tohave a significant impact on the Group’s consolidated financial statements.
9
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTSFOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025unless otherwise stated. Currencies other than Turkish Lira are expressed in thousands unless otherwise stated.)
| 2. | Basis of preparation of financial statements (continued) |
New standards and interpretations (continued)
| ii) | Standards, amendments and interpretations that are issued but not yet effective: (continued) |
Amendments to IFRS 9 and IFRS 7 - Contracts ReferencingNature-dependent Electricity
In December 2024, the Board issuedContracts Referencing Nature-dependent Electricity (Amendments to IFRS 9 and IFRS 7). The amendment clarifies the application of the “own use” requirements and permits hedge accounting if these contracts are used as hedging instruments. The amendment alsoadds new disclosure requirements to enable investors to understand the effect of these contracts on a company’s financial performanceand cash flows. The amendment will be effective for annual periods beginning on or after 1 January 2026. Early adoption is permittedbut will need to be disclosed. The clarifications regarding the ‘own use’ requirements must be applied retrospectively, butthe guidance permitting hedge accounting have to be applied prospectively to new hedging relationships designated on or after the dateof initial application.
The Group expects no significant impact on its balance sheetand equity.
IFRS 18 – The new Standard for Presentation andDisclosure in Financial Statements
In April 2024, IASB issuedIFRS 18 which replaces IAS 1. IFRS 18 introduces new requirements on presentation within the statement of profit or loss, including specifiedtotals and subtotals. IFRS 18 requires an entity to classify all income and expenses within its statement of profit or loss into oneof five categories: operating; investing; financing; income taxes; and discontinued operations. It also requires disclosure of management-definedperformance measures and includes new requirements for aggregation and disaggregation of financial information based on the identified ‘roles’ of the primary financial statements and the notes. In addition, there are consequential amendments to other accountingstandards, such as IAS 7, IAS 8 and IAS 34. IFRS 18 and the related amendments are effective for reporting periods beginning onor after 1 January 2027, but earlier application is permitted. IFRS 18 will be applied retrospectively.
The Group is in the process of assessingthe impact of the amendments on financial position or performance of the Group.
IFRS 19 – Subsidiaries withoutPublic Accountability: Disclosures
In May 2024, the Board issuedIFRS 19, which allows eligible entities to elect to apply reduced disclosure requirements while still applying the recognition, measurementand presentation requirements in other IFRS accounting standards. Unless otherwise specified, eligible entities that elect to apply IFRS19 will not need to apply the disclosure requirements in other IFRS accounting standards. An entity that is a subsidiary, does not havepublic accountability and has a parent (either ultimate or intermediate) which prepares consolidated financial statements, availablefor public use, which comply with IFRS accounting standards may elect to apply IFRS 19. IFRS 19 is effective for reporting periods beginningon or after 1 January 2027 and earlier adoption is permitted. If an eligible entity chooses to apply the standard earlier, it isrequired to disclose that fact. An entity is required, during the first period (annual and interim) in which it applies the standard,to align the disclosures in the comparative period with the disclosures included in the current period under IFRS 19.
The standard is not applicable forthe Group.
10
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTSFOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025unless otherwise stated. Currencies other than Turkish Lira are expressed in thousands unless otherwise stated.)
| 2. | Basis of preparation of financial statements (continued) |
Comparative information and revisionof prior period financial information
The consolidated financial statementsof the Group are prepared comparatively with the previous period in order to enable comparability of the financial position and performancetrends. In order to comply with the presentation of the current period consolidated financial statements, comparative information isreclassified when deemed necessary and significant differences are disclosed. Significant changes in accounting policies and significantaccounting errors are applied retrospectively and prior period financial statements are restated.
The Group had divided its main operatingsegments into three groups: Turkcell Türkiye, Turkcell International, and Techfin, within the framework of a strategy to provideintegrated communication and technology services, ensuring economic integrity. Management has re-evaluated the operating segments anddecided, as of 31 March 2025, to separate the existing operating segments into two groups: Turkcell Türkiye and Techfin. Aftersales of assets in Ukraine, the companies in the Turkcell International segment have been classified to the Other.
The other operations of Turkcell Satış,where consumer electronics sold through digital channels, smart device management operations, and retail channel operations are conducted,was reported under the Other. Since these activities are regularly reviewed by central management through integrated channel management,along with integrated corporate business solutions, city hospitals, hardware, and corporate terminal operations, all operations of TurkcellSatış have been reclassified under the reportable segment of Turkcell Türkiye as of 31 March 2025.
As of 30 June 2024, the presentedcomparative information has been reclassified to ensure consistency with the current period presentation (Note 3). The changes in classificationsdo not affect the operating profit, period profit, and cash flow statement.
At the end of 2024, the Group reassessedthe presentation of the other comprehensive income statement based on the disclosed reasons and concluded that combining the lines showingsimilar nature movements would provide a more appropriate presentation. The Group continued with the same presentation in the comparativefinancial statements as of 30 June 2025, and foreign currency translation differences, cash flow hedge gains/losses, and changesin the time value of options have started to be presented net in the consolidated other comprehensive income statement, including comparativeperiods. Reclassified amounts are disclosed in the related notes.
11
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTSFOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025unless otherwise stated. Currencies other than Turkish Lira are expressed in thousands unless otherwise stated.)
| 3. | Segment information |
As part of its strategy to offer integratedcommunication and technology services and to ensure economic integrity, the Group has divided its main operating segments into two groups: “Turkcell Türkiye” and “Techfin.” Although some of these strategic segments provide similar services, theyare affected by different economic conditions and geographical locations. Therefore, they are regularly reviewed by the authority responsiblefor making decisions regarding the Group’s operations, based on resource allocation and performance. The authority responsiblefor making decisions related to the Group's operations is the Board of Directors. However, the Board of Directors may delegate its powersexcluding the non-delegable powers stipulated by law to the CEO and other executives.
Turkcell Türkiye reportable segmentincludes mobile, fixed telecom, digital services and digital business services operations of Turkcell, Turkcell Superonline IletisimHizmetleri A.S. (“Turkcell Superonline”), Turkcell Satış A.S’s (“Turkcell Satış”),Turkcell Dijital Is Servisleri A.S. (“Turkcell Dijital”), group call center operations of Global Bilgi Pazarlama Danismanlikve Cagri Servisi Hizmetleri A.S. (“Turkcell Global Bilgi”), Turktell Bilisim Servisleri A.S. (“Turktell”), AtmoswareTeknoloji Egitim ve Danismanlik A.S (“Atmosware Teknoloji”), Turkcell Teknoloji Arastirma ve Gelistirme A.S. (“TurkcellTeknoloji”), Ultia Teknoloji Yazilim ve Uygulama Gelistirme Ticaret A.S. (“Ultia”), Kule Hizmet ve Isletmecilik A.S.(“Global Tower”), Rehberlik Hizmetleri Servisi A.S. (“Rehberlik”), Turkcell Gayrimenkul Hizmetleri A.S. (“TurkcellGayrimenkul”), Lifecell Dijital Servisler ve Cozumler A.S. (“Lifecell Dijital Servisler”), Lifecell Bulut CozumleriA.S. (“Lifecell Bulut”), Lifecell TV Yayin ve Icerik Hizmetleri A.S. (“Lifecell TV”), Lifecell Müzik Yayinve Iletim A.S. (“Lifecell Müzik”), BiP Iletisim Teknolojileri ve Dijital Servisler A.S. (“BiP A.S.”), TDCVeri Hizmetleri A.Ş (“TDC”) and Artel Bilişim Servisleri A.Ş (“Artel”)
Techfin reportable segment includesall financial services operations of Turkcell Finansman A.Ş (“Turkcell Finansman”), Turkcell Ödeme ve ElektronikPara Hizmetleri A.Ş. (“Turkcell Ödeme”),Paycell LLC(“Paycell LLC”), Paycell Europe GmbH (“PaycellEurope”), Turkcell Sigorta Aracılık Hizmetleri A.Ş. (“Turkcell Sigorta”), Sofra Kurumsal ve ÖdüllendirmeHizmetleri A.Ş (“Sofra”), Turkcell Dijital Teknolojileri Limited (“Turkcell Dijital Teknoloji”), and TurkcellDijital Sigorta A.Ş. (“Turkcell Dijital Sigorta”). The operations of these legal entities aggregated into one reportablesegment as the nature of services are similar and most of them share similar economic characteristics.
Other reportable segment mainly comprisesof non-group call center operations of CJSC Belarusian Telecommunications Network (“BeST”), Kıbrıs Mobile TelekomunikasyonLimited Sirketi (“Kıbrıs Telekom”), East Asian Consortium B.V. (“Eastasia”), Lifecell VenturesB.V (“Lifecell Ventures”), Lifetech LLC (“Lifetech”), Beltower LLC (“Beltower”), Lifecell DigitalLimited (“Lifecell Digital”), Yaani Digital BV (“Yaani”), BiP Digital Communication Technologies B.V (“BiPB.V.”), Turkcell Global Bilgi non Group call center activities, Turkcell Enerji Çözümleri ve Elektrik SatışTicaret A.Ş. (“Turkcell Enerji”), Boyut Grup Enerji Elektrik Üretim ve İnşaat Sanayi ve Ticaret A.Ş.(“Boyut Enerji”) and Turkcell Yeni Teknolojiler Girişim Sermayesi Yatırım Fonu (“Turkcell GSYF”).
The Board primarily uses adjusted EBITDAto assess the performance of the operating segments. Adjusted EBITDA definition includes revenue, selling and marketing expenses, administrativeexpenses cost of revenue excluding depreciation and amortization.
Adjusted EBITDA is not a financialmeasure defined by IFRS as a measurement of financial performance and may not be comparable to other similarly-titled indicators usedby other companies. Reconciliation of Adjusted EBITDA to the consolidated profit for the year is included in the accompanying notes.
12
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTSFOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025unless otherwise stated. Currencies other than Turkish Lira are expressed in thousands unless otherwise stated.)
| 3. | Segment information (continued) |
| Six months ended 30 June | ||||||||||||||||||||||||||||||||||||||||
| Turkcell Turkiye | Techfin | Other | Intersegment Eliminations | Consolidated | ||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||||||||||
| Total segment revenue | 94,357,516 | 84,469,260 | 5,827,804 | 4,584,248 | 6,424,048 | 4,929,805 | (2,743,825 | ) | (1,709,445 | ) | 103,865,543 | 92,273,868 | ||||||||||||||||||||||||||||
| Inter-segment revenue | (524,804 | ) | (619,289 | ) | (394,060 | ) | (482,675 | ) | (1,824,961 | ) | (607,481 | ) | 2,743,825 | 1,709,445 | - | - | ||||||||||||||||||||||||
| Revenues from external customers | 93,832,712 | 83,849,971 | 5,433,744 | 4,101,573 | 4,599,087 | 4,322,324 | - | - | 103,865,543 | 92,273,868 | ||||||||||||||||||||||||||||||
| Adjusted EBITDA | 42,864,820 | 37,028,385 | 1,494,372 | 1,135,085 | 1,132,230 | 818,637 | (187,555 | ) | (205,359 | ) | 45,303,867 | 38,776,748 | ||||||||||||||||||||||||||||
| Three months ended 30 June | ||||||||||||||||||||||||||||||||||||||||
| Turkcell Turkiye | Techfin | Other | Intersegment Eliminations | Consolidated | ||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||||||||||
| Total segment revenue | 48,219,811 | 43,143,215 | 2,916,258 | 2,369,411 | 3,299,684 | 2,465,854 | (1,413,834 | ) | (828,305 | ) | 53,021,919 | 47,150,175 | ||||||||||||||||||||||||||||
| Inter-segment revenue | (241,267 | ) | (284,463 | ) | (189,613 | ) | (240,749 | ) | (982,954 | ) | (303,093 | ) | 1,413,834 | 828,305 | - | - | ||||||||||||||||||||||||
| Revenues from external customers | 47,978,544 | 42,858,752 | 2,726,645 | 2,128,662 | 2,316,730 | 2,162,761 | - | - | 53,021,919 | 47,150,175 | ||||||||||||||||||||||||||||||
| Adjusted EBITDA | 21,838,342 | 19,220,283 | 734,450 | 629,568 | 497,075 | 307,921 | 15,918 | (53,215 | ) | 23,085,785 | 20,104,557 | |||||||||||||||||||||||||||||
13
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTESTO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousandof Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 3. | Segment information (continued) Reconciliation fo Adjusted EBITDA |
| 6 months period ended at 30 June 2025 | 3 months period ended at 30 June 2025 | 6 months period ended at 30 June 2024 | 3 months period ended at 30 June 2024 | |||||||||||||
| Profit/ (Loss) for the period | 7,655,157 | 4,387,912 | 6,264,842 | 3,207,316 | ||||||||||||
| Add/(Less): | ||||||||||||||||
| Income tax expense | 5,357,638 | 1,690,141 | 1,723,687 | (209,415 | ) | |||||||||||
| Finance income | (7,085,337 | ) | (2,891,521 | ) | (5,522,375 | ) | (2,122,162 | ) | ||||||||
| Finance costs | 10,648,702 | 5,058,870 | 12,800,817 | 5,759,888 | ||||||||||||
| Other income | (58,649 | ) | (23,663 | ) | (81,084 | ) | (6,884 | ) | ||||||||
| Other expenses | 729,827 | 218,178 | 684,422 | 290,512 | ||||||||||||
| Monetary (gain) loss | (1,842,565 | ) | (826,134 | ) | (5,502,345 | ) | (1,626,234 | ) | ||||||||
| Depreciation and amortization | 27,779,030 | 14,267,846 | 27,298,028 | 13,782,624 | ||||||||||||
| Share of gain of equity accounted investees | 2,120,064 | 1,204,156 | 1,110,756 | 1,028,912 | ||||||||||||
| Consolidated adjusted EBITDA | 45,303,867 | 23,085,785 | 38,776,748 | 20,104,557 | ||||||||||||
14
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTESTO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousandof Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 4. | Revenue |
| Six months ended 30 June | ||||||||||||||||||||||||||||||||||||||||
| Turkcell Turkiye | Techfin | Other | Intersegment Eliminations | Consolidated | ||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||||||||||
| Telecommunication services | 85,834,819 | 76,379,048 | - | - | 2,418,061 | 2,125,521 | (82,866 | ) | (154,402 | ) | 88,170,014 | 78,350,167 | ||||||||||||||||||||||||||||
| Equipment related revenues | 7,501,806 | 6,800,015 | - | - | 152,441 | 138,451 | (11,115 | ) | (8,757 | ) | 7,643,132 | 6,929,709 | ||||||||||||||||||||||||||||
| Revenue from financial services | - | - | 5,827,804 | 4,584,248 | - | - | (394,060 | ) | (482,674 | ) | 5,433,744 | 4,101,574 | ||||||||||||||||||||||||||||
| Other | 1,020,891 | 1,290,197 | - | - | 3,853,546 | 2,665,833 | (2,255,784 | ) | (1,063,612 | ) | 2,618,653 | 2,892,418 | ||||||||||||||||||||||||||||
| Total | 94,357,516 | 84,469,260 | 5,827,804 | 4,584,248 | 6,424,048 | 4,929,805 | (2,743,825 | ) | (1,709,445 | ) | 103,865,543 | 92,273,868 | ||||||||||||||||||||||||||||
| Three months ended 30 June | ||||||||||||||||||||||||||||||||||||||||
| Turkcell Turkiye | Techfin | Other | Intersegment Eliminations | Consolidated | ||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||||||||||
| Telecommunication services | 43,553,680 | 39,554,063 | - | - | 1,257,434 | 1,060,617 | (38,855 | ) | (74,288 | ) | 44,772,259 | 40,540,392 | ||||||||||||||||||||||||||||
| Equipment revenues | 4,153,905 | 2,961,928 | - | - | 79,234 | 85,037 | (5,120 | ) | (240 | ) | 4,228,019 | 3,046,725 | ||||||||||||||||||||||||||||
| Revenue from financial services | - | - | 2,916,258 | 2,369,411 | - | - | (189,613 | ) | (240,748 | ) | 2,726,645 | 2,128,663 | ||||||||||||||||||||||||||||
| Other | 512,226 | 627,224 | - | - | 1,963,016 | 1,320,200 | (1,180,246 | ) | (513,029 | ) | 1,294,996 | 1,434,395 | ||||||||||||||||||||||||||||
| Total | 48,219,811 | 43,143,215 | 2,916,258 | 2,369,411 | 3,299,684 | 2,465,854 | (1,413,834 | ) | (828,305 | ) | 53,021,919 | 47,150,175 | ||||||||||||||||||||||||||||
Revenue from financial services comprise of interest incomegenerated from consumer financing activities, The Group has interest income amounting to TRY 2,450,422 (2024: TRY 2,301,555) and TRY1,219,510 (2024: TRY 1,171,772) as of 6 months and 3 months period ended at 30 June 2025 respectively.
15
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 4. | Revenue(continued) |
| 30 June 2025 | ||||||||||||||||||||
| Turkcell Turkiye | Techfin | Other | Intersegment eliminations | Consolidated | ||||||||||||||||
| Telecommunication Services | 85,834,819 | - | 2,418,061 | (82,866 | ) | 88,170,014 | ||||||||||||||
| At a point in time | 656,253 | - | 3,381 | - | 659,634 | |||||||||||||||
| Over time | 85,178,566 | - | 2,414,680 | (82,866 | ) | 87,510,380 | ||||||||||||||
| Equipment Related | 7,501,806 | - | 152,441 | (11,115 | ) | 7,643,132 | ||||||||||||||
| At a point in time | 7,146,674 | - | 152,441 | (11,115 | ) | 7,288,000 | ||||||||||||||
| Over time | 355,132 | - | - | - | 355,132 | |||||||||||||||
| Revenue from financial operations | - | 5,827,804 | - | (394,060 | ) | 5,433,744 | ||||||||||||||
| At a point in time | - | 3,326,934 | - | (374,978 | ) | 2,951,956 | ||||||||||||||
| Over time | - | 2,500,870 | - | (19,082 | ) | 2,481,788 | ||||||||||||||
| Other | 1,020,891 | - | 3,853,546 | (2,255,784 | ) | 2,618,653 | ||||||||||||||
| At a point in time | 165,266 | - | 2,632 | - | 167,898 | |||||||||||||||
| Over time | 855,625 | - | 3,850,914 | (2,255,784 | ) | 2,450,755 | ||||||||||||||
| Total | 94,357,516 | 5,827,804 | 6,424,048 | (2,743,825 | ) | 103,865,543 | ||||||||||||||
| At a point in time | 7,968,193 | 3,326,934 | 158,454 | (386,093 | ) | 11,067,488 | ||||||||||||||
| Over time | 86,389,323 | 2,500,870 | 6,265,594 | (2,357,732 | ) | 92,798,055 | ||||||||||||||
| 30 June 2024 | ||||||||||||||||||||
| Turkcell Turkiye | Techfin | Other | Intersegment eliminations | Consolidated | ||||||||||||||||
| Telecommunication Services | 76,379,048 | - | 2,125,521 | (154,402 | ) | 78,350,167 | ||||||||||||||
| At a point in time | 2,020,826 | - | 3,575 | - | 2,024,401 | |||||||||||||||
| Over time | 74,358,222 | - | 2,121,946 | (154,402 | ) | 76,325,766 | ||||||||||||||
| Equipment Related | 6,800,015 | - | 138,451 | (8,757 | ) | 6,929,709 | ||||||||||||||
| At a point in time | 6,601,542 | - | 138,451 | (8,757 | ) | 6,731,236 | ||||||||||||||
| Over time | 198,473 | - | - | - | 198,473 | |||||||||||||||
| Revenue from financial operations | - | 4,584,248 | - | (482,674 | ) | 4,101,574 | ||||||||||||||
| At a point in time | - | 2,217,650 | - | (435,520 | ) | 1,782,130 | ||||||||||||||
| Over time | - | 2,366,598 | - | (47,154 | ) | 2,319,444 | ||||||||||||||
| Other | 1,290,197 | - | 2,665,833 | (1,063,612 | ) | 2,892,418 | ||||||||||||||
| At a point in time | 216,944 | - | 40,669 | (5,333 | ) | 252,280 | ||||||||||||||
| Over time | 1,073,253 | - | 2,625,164 | (1,058,279 | ) | 2,640,138 | ||||||||||||||
| Total | 84,469,260 | 4,584,248 | 4,929,805 | (1,709,445 | ) | 92,273,868 | ||||||||||||||
| At a point in time | 8,839,312 | 2,217,650 | 182,695 | (449,610 | ) | 10,790,047 | ||||||||||||||
| Over time | 75,629,948 | 2,366,598 | 4,747,110 | (1,259,835 | ) | 81,483,821 | ||||||||||||||
16
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 5. | Other income and expense |
Recognized in the statement of profitor loss:
| 6 months period ended at 30 June 2025 | 3 months period ended at 30 June 2025 | 6 months period ended at 30 June 2024 | 3 months period ended at 30 June 2024 | |||||||||||||
| Depositary reimbursement | - | - | 1,467 | 723 | ||||||||||||
| Gain on sale of fixed assets | 7,327 | 7,327 | - | (32,891 | ) | |||||||||||
| Rent income | 7,661 | 3,935 | 8,928 | (4,399 | ) | |||||||||||
| Other | 43,661 | 12,401 | 70,689 | 43,451 | ||||||||||||
| Other income | 58,649 | 23,663 | 81,084 | 6,884 | ||||||||||||
| Donation expenses | (331,236 | ) | (103,939 | ) | (404,834 | ) | (119,403 | ) | ||||||||
| Loss on modification of lease contract | (84,139 | ) | (37,629 | ) | (89,051 | ) | (46,506 | ) | ||||||||
| Litigation expenses | (135,937 | ) | (35,768 | ) | (70,939 | ) | (59,387 | ) | ||||||||
| Loss on sale of fixed assets | - | 7,319 | (11,312 | ) | (11,312 | ) | ||||||||||
| Restructuring cost | (13,460 | ) | (13,460 | ) | (25,740 | ) | (4,609 | ) | ||||||||
| Other | (165,055 | ) | (34,701 | ) | (82,546 | ) | (49,295 | ) | ||||||||
| Other expense | (729,827 | ) | (218,178 | ) | (684,422 | ) | (290,512 | ) | ||||||||
| 6. | Financeincome and costs |
Recognized in the statement of profit or loss:
| 6 months period ended at 30 June 2025 | 3 months period ended at 30 June 2025 | 6 months period ended at 30 June 2024 | 3 months period ended at 30 June 2024 | |||||||||||||
| Interest income | 4,502,049 | 2,022,483 | 3,847,786 | 2,192,559 | ||||||||||||
| Income from financial assets carried at fair value | 373,533 | 60,698 | 1,298,636 | 283,258 | ||||||||||||
| Cash flow hedges – reclassified to profit or loss | - | (61,462 | ) | - | (5,172,583 | ) | ||||||||||
| Net fair value gains on derivative financial instruments and interest | - | (364,616 | ) | - | 4,618,463 | |||||||||||
| Other | 2,209,755 | 1,234,418 | 375,953 | 200,465 | ||||||||||||
| Finance income | 7,085,337 | 2,891,521 | 5,522,375 | 2,122,162 | ||||||||||||
| Net foreign exchange losses | (1,974,880 | ) | (84,488 | ) | (4,937,364 | ) | (1,006,326 | ) | ||||||||
| Net interest expenses for financial assets and liabilities measured at amortized cost | (7,077,103 | ) | (3,415,707 | ) | (6,665,587 | ) | (3,585,559 | ) | ||||||||
| Net fair value losses on derivative financial instruments and interest | (1,627,025 | ) | (1,627,025 | ) | (4,790,446 | ) | (4,790,446 | ) | ||||||||
| Cash flow hedges – reclassified to profit or loss | 115,508 | 115,508 | 3,640,918 | 3,640,918 | ||||||||||||
| Other | (85,202 | ) | (47,158 | ) | (48,338 | ) | (18,475 | ) | ||||||||
| Finance costs | (10,648,702 | ) | (5,058,870 | ) | (12,800,817 | ) | (5,759,888 | ) | ||||||||
| Monetary gain (loss) | 1,842,565 | 826,134 | 5,502,345 | 1,626,234 | ||||||||||||
| Net finance costs | (1,720,800 | ) | (1,341,215 | ) | (1,776,097 | ) | (2,011,492 | ) | ||||||||
(*) As of 30 June 2025, the Grouphas a cash flow hedge gain of TRY 115,508 recognized in the statement of profit or loss (30 June 2024: TRY 4,338,250). As of 30June 2025, there is no reclassification adjustment related to hedge losses on the time value of options (30 June 2024: TRY(697,331)).
17
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 7. | Income tax expense |
The corporate tax rate in Türkiyeis 25% for companies (30 June 2024: 25%), 30% for banks (30 June 2024: 30%), and companies within the scope of Law No. 6361,electronic payment and money institutions, authorized foreign exchange institutions, asset management companies, capital market institutions,insurance and reinsurance companies and pension companies.
18
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.)
| 8. | Property, plant and equipment |
| Impairment | Effects of | |||||||||||||||||||||||||||
| Balance at 1 | expenses/ | movements in | Balance at | |||||||||||||||||||||||||
| Cost | January 2025 | Additions | Disposals | Transfers | (reversals) | exchange rates | 30 June 2025 | |||||||||||||||||||||
| Network infrastructure (All operational) | 320,644,866 | 2,807,582 | (1,698,465 | ) | 7,160,065 | - | 820,435 | 329,734,483 | ||||||||||||||||||||
| Land and buildings | 24,430,889 | 475,379 | (2,534 | ) | 3,118,196 | - | (106,279 | ) | 27,915,651 | |||||||||||||||||||
| Equipment, fixtures and fittings | 21,081,557 | 1,390,366 | (152,546 | ) | 27,197 | - | (324,823 | ) | 22,021,751 | |||||||||||||||||||
| Motor vehicles | 297,158 | 47 | (5,930 | ) | - | - | 3,343 | 294,618 | ||||||||||||||||||||
| Leasehold improvements | 6,485,992 | 47,444 | (152 | ) | - | - | (315 | ) | 6,532,969 | |||||||||||||||||||
| Electricity production power plant | 576,611 | - | - | - | - | - | 576,611 | |||||||||||||||||||||
| Construction in progress | 5,853,024 | 11,758,206 | (115,054 | ) | (10,305,458 | ) | - | 71,601 | 7,262,319 | |||||||||||||||||||
| Total | 379,370,097 | 16,479,024 | (1,974,681 | ) | - | - | 463,962 | 394,338,402 | ||||||||||||||||||||
| Accumulated depreciation | ||||||||||||||||||||||||||||
| Network infrastructure (All operational) | 224,083,611 | 8,955,140 | (1,405,693 | ) | - | 171 | 1,239,741 | 232,872,970 | ||||||||||||||||||||
| Land and buildings | 5,574,291 | 584,334 | - | - | - | (42,386 | ) | 6,116,239 | ||||||||||||||||||||
| Equipment, fixtures and fittings | 21,046,360 | 843,350 | (47,434 | ) | - | - | (1,207,647 | ) | 20,634,629 | |||||||||||||||||||
| Motor vehicles | 254,398 | 9,566 | (5,845 | ) | - | - | 3,241 | 261,360 | ||||||||||||||||||||
| Leasehold improvements | 6,242,338 | 40,086 | - | - | - | (3,687 | ) | 6,278,737 | ||||||||||||||||||||
| Electricity production power plant | 98,131 | 8,426 | - | - | - | - | 106,557 | |||||||||||||||||||||
| Total | 257,299,129 | 10,440,902 | (1,458,972 | ) | - | 171 | (10,738 | ) | 266,270,492 | |||||||||||||||||||
| Net book value | 122,070,968 | 6,038,122 | (515,709 | ) | - | (171 | ) | 474,700 | 128,067,910 | |||||||||||||||||||
Depreciation expense for the six months ended 30 June 2025amounting to TRY 10,441,073 including impairment losses are recognized in cost of revenue.
Impaired network infrastructure mainly consists of damagedor technologically inadequate mobile and fixed network infrastructure investments. Impairment losses on property, plant and equipmentfor the six months period ended 30 June 2025 is TRY 171 and are recognized within depreciation expenses.
19
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.)
| 9. | Intangibleassets |
| Cost | 1 January 2025 | Additions | Disposals | Transfers | Effects of movements in exchange rates | 30 June 2025 | ||||||||||||||||||
| Telecommunication licenses | 115,009,392 | 212,407 | - | - | (13,650 | ) | 115,208,149 | |||||||||||||||||
| Computer software | 188,307,934 | 6,138,349 | (113,501 | ) | 209,051 | 1,199,637 | 195,741,470 | |||||||||||||||||
| Transmission line software | 1,795,146 | 404 | - | - | 6,446 | 1,801,996 | ||||||||||||||||||
| Indefeasible right of usage | 1,840,006 | 1,086 | (832,589 | ) | - | - | 1,008,503 | |||||||||||||||||
| Brand name | 14,170 | - | - | - | 1,213 | 15,383 | ||||||||||||||||||
| Customer base | 57,965 | - | - | - | (2,542 | ) | 55,423 | |||||||||||||||||
| Goodwill (*) | 687,166 | - | - | - | - | 687,166 | ||||||||||||||||||
| Subscriber acquisition cost | 73,882,568 | 4,462,438 | - | - | 428,870 | 78,773,876 | ||||||||||||||||||
| Electricity production license | 1,016,349 | - | - | - | - | 1,016,349 | ||||||||||||||||||
| Others | 2,465,863 | 122,687 | - | - | (15,812 | ) | 2,572,738 | |||||||||||||||||
| Construction in progress | 424,714 | 206,652 | - | (209,051 | ) | 1,011 | 423,326 | |||||||||||||||||
| Total | 385,501,273 | 11,144,023 | (946,090 | ) | - | 1,605,173 | 397,304,379 | |||||||||||||||||
| Accumulated amortization | ||||||||||||||||||||||||
| Telecommunication licenses | 87,810,879 | 3,307,650 | - | - | 652,741 | 91,771,270 | ||||||||||||||||||
| Computer software | 145,504,923 | 5,695,851 | (21,560 | ) | - | (139,736 | ) | 151,039,478 | ||||||||||||||||
| Transmission line software | 1,810,734 | 37 | - | - | (10,202 | ) | 1,800,569 | |||||||||||||||||
| Indefeasible right of usage | 1,167,064 | 20,712 | (832,589 | ) | - | 581 | 355,768 | |||||||||||||||||
| Brand name | 3,238 | - | - | - | 6,634 | 9,872 | ||||||||||||||||||
| Customer base | 30,315 | 218 | - | - | 8,953 | 39,486 | ||||||||||||||||||
| Subscriber acquisition cost | 51,825,953 | 4,700,249 | - | - | 63,165 | 56,589,367 | ||||||||||||||||||
| Electricity production license | 160,271 | 14,873 | - | - | 18,041 | 193,185 | ||||||||||||||||||
| Others | 1,664,195 | 69,868 | - | - | 126,378 | 1,860,441 | ||||||||||||||||||
| Total | 289,977,572 | 13,809,458 | (854,149 | ) | - | 726,555 | 303,659,436 | |||||||||||||||||
| Net book value | 95,523,701 | (2,665,435 | ) | (91,941 | ) | - | 878,618 | 93,644,943 | ||||||||||||||||
Amortization expenses for the six months ended 30 June 2025amounting to TRY 13,809,458 include impairment losses and are recognized in cost of revenue.
Computer software includes capitalized software developmentcosts that meet the definition of an intangible asset. The amount of computer software within the Group is TRY 1,804,136 for the sixmonths interim period ending 30 June 2025.
20
TURKCELL İLETİŞİM HİZMETLERİ A.Ş. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025 (All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.) |
Closing balances of right of use assets as of 30 June 2025and depreciation and amortization expenses for the related period is stated as below:
| Site Rent | Building | Network equipment | Vehicles | Right of way | License | Other | Total | |||||||||||||||||||||||||
| Balance at 1 January 2025 | 6,085,944 | 2,205,960 | 293,199 | 1,844,350 | 837,751 | 33,516 | 569,536 | 11,870,256 | ||||||||||||||||||||||||
| Depreciation and amortization charge for the year | (1,388,119 | ) | (323,168 | ) | (650,854 | ) | (310,043 | ) | (523,969 | ) | (72,264 | ) | (233,226 | ) | (3,501,643 | ) | ||||||||||||||||
| Balance at 30 June 2025 | 6,219,232 | 2,446,442 | 911,332 | 1,681,070 | 9,178,123 | 69,907 | 595,024 | 21,101,130 | ||||||||||||||||||||||||
As at 30 June 2025, the Company has additions to right-of-useassets amounting to TRY 12,958,456 and interest expense on lease liabilities amounting to TRY 1,246,362. Depreciation and amortizationexpenses amounting to TRY 3,501,643 are recognized in cost of revenues.
21
TURKCELL İLETİŞİM HİZMETLERİ A.Ş. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025 (All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.) |
| 30 June 2025 | 31 December 2024 | |||||||
| Cash in hand | 407 | 579 | ||||||
| Banks | 111,566,873 | 74,287,514 | ||||||
| - Demand deposits | 5,460,184 | 5,374,208 | ||||||
| - Time deposits | 45,362,832 | 54,476,115 | ||||||
| - Receivables from reverse repo | 60,743,857 | 14,437,191 | ||||||
| Impairment loss provision | (13,640 | ) | (11,422 | ) | ||||
| Other (*) | 5,047,457 | 6,151,725 | ||||||
| 116,601,097 | 80,428,396 | |||||||
(*) It consists of US Treasury Bills and money market fundswith a maturity of less than 90 days.
As of 30 June 2025, the average effective interestrates of TRY, USD, EUR and RMB time deposits are 47.3%, 3.3%, 2.4% and 0.3% (31 December 2024: 47.4%, 2.7%, 2.7% and 0.3%) respectively.
As of 30 June 2025, average maturity of time depositsis 31 days (31 December 2024: 35 days). Reconciliation of cash and cash equivalents in consolidated statement of cash flows:
30 June 2025 | 30 June 2024 | |||||||
| Cash and cash equivalents | 116,601,097 | 67,780,172 | ||||||
| Interest accrual of cash and cash equivalents | (66,805 | ) | (376,805 | ) | ||||
| Asset held for sale | - | 7,206,608 | ||||||
| Total | 116,534,292 | 74,609,975 | ||||||
22
TURKCELL İLETİŞİM HİZMETLERİ A.Ş. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025 (All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.) |
The details of financial assets as of 30 June 2025and 31 December 2024 are as follows:
| 30June 2025 | 31 December 2024 | |||||||||||||||
| Non- current | Current | Non- current | Current | |||||||||||||
| Fair value through profit or loss | 3,304,603 | 4,408,140 | 6,955,786 | 4,169,562 | ||||||||||||
| - Currency protected time deposits | - | - | - | 4,169,562 | ||||||||||||
| - Investment funds (*) | 3,304,603 | 2,333,063 | 6,955,786 | - | ||||||||||||
| - Gold deposits | - | 2,075,077 | - | - | ||||||||||||
| Fair value through other comprehensive income | 17,116,570 | 5,603,822 | 13,828,395 | 2,615,163 | ||||||||||||
| - Listed debt securities (**) | 17,116,570 | 5,603,822 | 13,828,395 | 2,615,163 | ||||||||||||
| Amortized cost | - | 453,282 | - | 1,243,626 | ||||||||||||
| - Time deposits with maturity of more than three months | - | 453,282 | - | 1,243,626 | ||||||||||||
| 20,421,173 | 10,465,244 | 20,784,181 | 8,028,351 | |||||||||||||
(*) Investment funds mainly consistof free market funds and Turkcell Venture Capital Investment Fund (GSYF), established by Re-Pie Portfolio Management Inc., as well asthe shares and financial assets related to this fund. These funds are measured at fair value, and the corresponding changes in valueare recognized in profit or loss.
(**) Listed debt securitiesare classified as financial assets at fair value through other comprehensive income.
| Fair Values | ||||||||||
| 30 June 2025 | 31 December 2024 | Fair value hierarchy | Valuation technique | |||||||
| Financial assets at fair value through other comprehensive income | 22,720,392 | 16,443,558 | Level 1 | Pricing models based on quoted market prices at the end of the reporting period, | ||||||
| Financial assets at fair value through profit or loss | 7,054,568 | 6,332,478 | Level 1 | Pricing models based on quoted market prices at the end of the reporting period, | ||||||
| Financial assets at fair value through profit or loss | - | 4,169,562 | Level 2 | Forward exchange rates at the reporting date | ||||||
| Financial assets at fair value through profit or loss | 658,175 | 623,308 | Level 3 | Pricing models based on discounted cash flow | ||||||
| 30,433,135 | 27,568,906 | |||||||||
The movement of the financial assets which is shown in Level 3 are as follows:
| 2025 | 2024 | |||||||
| Opening balance | 623,308 | 713,527 | ||||||
| Addition | 34,867 | 49,868 | ||||||
| Closing balance | 658,175 | 763,395 | ||||||
During the year, the following gains(losses) were recognized in other comprehensive income.
6 months period ended at | 3 months period ended at 30 | 6 months period ended at | 3 months period ended at | |||||||||||||
| 30 June 2025 | June 2025 | 30 June 2025 | 30 June 2025 | |||||||||||||
| Gains / (Losses) recognized in other comprehensive income | ||||||||||||||||
| Related to financial assets | (100,900 | ) | 559,814 | (11,020 | ) | (584 | ) | |||||||||
| Related to financial assets, tax effect | 25,225 | (139,954 | ) | 10,272 | 2,700 | |||||||||||
| (75,675 | ) | 419,860 | (748 | ) | 2,116 | |||||||||||
23
TURKCELL İLETİŞİM HİZMETLERİ A.Ş. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025 (All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.) |
| 30 June | 31 December | |||||||
| Long-term borrowings | 2025 | 2024 | ||||||
| Unsecured bank loans | 34,666,277 | 29,863,222 | ||||||
| Secured bank loans | 10,625,587 | 7,700,857 | ||||||
| Lease liabilities | 11,521,661 | 4,407,511 | ||||||
| Debt securities issued | 56,607,553 | 19,206,577 | ||||||
| 113,421,078 | 61,178,167 | |||||||
| 30 June | 31 December | |||||||
| Short-term borrowings | 2025 | 2024 | ||||||
| Unsecured bank loans | 29,583,021 | 33,814,536 | ||||||
| Secured bank loans | 1,567,160 | 1,426,049 | ||||||
| Lease liabilities | 2,798,511 | 1,219,118 | ||||||
| Debt securities issued | 25,488,309 | 24,100,012 | ||||||
| 59,437,001 | 60,559,715 | |||||||
The sale process of the conventionalbond issuance of the Company with a nominal amount of USD 500,000, 5-year maturity, a redemption date of 24 January 2030, a fixedannual coupon rate of 7.45%, and a sales price of 100% of the nominal value, to qualified investors abroad was completed on 24 January 2025.The subscription agreement for the issuance was signed on 22 January 2025.
The sale process of the sustainablebond issuance of the Company with a nominal amount of USD 500,000, 7-year maturity, a redemption date of 24 January 2032, a fixedannual coupon rate of 7.65%, and a sales price of 100% of the nominal value, to qualified investors abroad was completed on 24 January 2025.The subscription agreement for the issuance was signed on 22 January 2025.
Within the scope of the issue limitof TRY 8,000,000 approved by the Capital Markets Board;the book building of the financing bond issuance of the Company with a maturitydate of 13 August 2025, an annual simple interest of 49.75% with a nominal amount of TRY 900,000 to qualified investors within Türkiye,withouta public placement was completed, and the securities were transferred to the investor accounts on 9 May 2025.
Within the scope of the issue limitof TRY 8,000,000 approved by the Capital Markets Board; the book building of the financing bond issuance of the Company with a maturitydate of 2 July 2025, an annual simple interest of 46.00% with a nominal amount of TRY 230,000 to qualified investors within Türkiye,without a public placement was completed, and the securities were transferred to the investor accounts on 27 March 2025.
The Company has used a loan in accordancewith the loan agreement previously signed with Development Investment Bank of Türkiye on 23 September 2024, under this agreement,the Company has used EUR 18,500 loan on 5 February 2025 with an interest rate of 6M Euribor+2%.
The Company has used a loan in accordancewith the loan agreement previously signed with China Development Bank on 30 September 2024, under this agreement, the Company hasused RMB 103,000 loan on March 13, 2025 with an interest rate of 4.01%. The Company has used RMB 196,000 loan on 16 May 2025with an interest rate of 4.01%. The Company has used RMB 142,000 loan on 20 June 2025 with an interest rate of 4.01%.
24
TURKCELL İLETİŞİM HİZMETLERİ A.Ş. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025 (All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.) |
13. Loans and borrowings (continued)
The Company has used a loan in accordancewith the loan agreement previously signed with HSBC Bank Middle East Limited and AB Svensk Exportkredit under the insurance of the SwedishExport Credit Agency (“EKN”) on 25 July 2024, under this agreement, the Company has used EUR 33,167 loan on 28 March 2025with an interest rate of 6M Euribor+0.67%.
In accordance with the loan agreementsigned with Dubai Islamic Bank on 12 May 2025, the Company received a Murabaha financing facility amounting to USD 150,000 on 13May 2025, with a maturity of five years.
The Company has used a loan in accordancewith the general loan agreement previously signed with Citibank A.Ş.; under this agreement, the Company has used a TRY 500,000loan on June 4, 2025, with an interest rate of 46%, maturing on 4 August 2025.
Turkcell Superonline obtained approvalfrom the CMB on 21 December 2023, for the issuance of Sukuk up to 3,000,000 TRY. In the fourth quarter of 2024, two Sukuk, eachworth TRY 300,000, were issued in November and December 2024, with maturities in April and May 2025, respectively.The payments for these issuances have been made on their respective maturity dates. As the validity period of the CMB approval expiredon 22 December 2024, no further issuances were made under this approval during the second quarter of 2025. On 26 June 2025,our Company submitted an application to the Capital Markets Board of Turkey for an issuance limit approval in the amount of TRY 3 billionfor the issuance of Sukuk.
In the second quarter of 2025, on 26June 2025, Turkcell Ödeme issued a lease certificate with a nominal value of TRY 350,000, maturing on 26 September 2025.Earlier in the year, on 26 March 2025, a lease certificate worth TRY 300,000 was issued, which matured on 26 June 2025. Asof 30 June 2025, the remaining issuance limit stands at TRY 150,000.
Turkcell Finansman issued a total TRY300,000 Sukuk Certificates on 8 May 2025, with a maturity date of 7 August 2025, and total TRY 500,000 Sukuk Certificates on25 June 2025, with a maturity date of 18 September 2025, following the approval from the CMB on 23 January 2025. On 23January 2025, the CMB had granted approval for a total of TRY 1,500,000., issuance limit remained from this TRY 200,000 limit whichwas taken on 6 January 2025.
TDC secured a murabaha financing facilityamounting to EUR 100,000 with a final maturity of five years on 26 May 2025, pursuant to the loan agreement executed with EmiratesNBD Bank on 16 May 2025.
25
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTSFOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Liraand are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other thanTurkish Lira are expressed in thousands unless otherwise stated.)
| 13. | Loansand borrowings (continued) |
Terms and conditions of outstanding loans are as follows:
| 30 June 2025 | 31 December 2024 | ||||||||||||||||
| Currency | Interest rate type | Payment period | Nominal interest rate | Carrying amount | Payment period | Nominal interest rate | Carrying amount | ||||||||||
| Unsecured Bank Loans | EUR | Floating | 2025-2030 | Euribor+2.0%-Euribor+4.0% | 39,902,331 | 2025-2030 | Euribor+2%-Euribor+4.0% | 37,279,617 | |||||||||
| Unsecured Bank Loans | TRY | Fixed | 2025-2027 | 40.5%-53.0% | 10,014,951 | 2025-2027 | 24.4%-67.3% | 16,823,283 | |||||||||
| Unsecured Bank Loans | TRY | Floating | 2025-2027 | TLREF+2.0% | 242,975 | - | - | - | |||||||||
| Unsecured Bank Loans | USD | Floating | 2025-2030 | Sofr+ 2.0%-Sofr+ 2.2% | 10,691,262 | 2026-2029 | Sofr+ 2.2% | 5,963,955 | |||||||||
| Unsecured Bank Loans | RMB | Fixed | 2025-2028 | 5.2%-5.5% | 2,791,715 | 2026-2028 | 5.2%-5.5% | 2,998,676 | |||||||||
| Unsecured Bank Loans | EUR | Fixed | 2025 | 5.0% | 480,656 | 2025 | 5% | 431,850 | |||||||||
| Unsecured Bank Loans | USD | Fixed | 2025-2026 | 2.6% | 125,408 | 2026 | 2.6% | 180,377 | |||||||||
| Secured bank loans | USD | Fixed | 2025-2034 | 1.5%-3.8% | 4,329,250 | 2029-2033 | 1.5%-3.8% | 4,833,314 | |||||||||
| Secured bank loans | USD | Floating | 2025-2028 | Sofr+0.6% & Sofr+1.6% | 763,541 | 2026-2028 | Sofr+0.6% & Sofr+1.6% | 919,927 | |||||||||
| Secured bank loans | EUR | Floating | 2025-2037 | Euribor+0.7% | 2,760,617 | 2036 | Euribor+0.7% | 1,312,607 | |||||||||
| Secured bank loans | RMB | Fixed | 2025-2034 | 4.0% | 4,339,339 | 2034 | 4.0% | 2,061,058 | |||||||||
| Debt securities issued | USD | Fixed | 2025-2031 | 5.8%-7.7% | 79,475,414 | 2025-2028 | 5.8% | 39,802,221 | |||||||||
| Debt securities issued | TRY | Fixed | 2025 | 39.5%-49.7% | 2,620,448 | 2025 | 42.0%-49.5% | 3,504,368 | |||||||||
| Lease liabilities | TRY | Fixed | 2025-2070 | 2.0%-62.3% | 5,183,066 | 2025-2069 | 7.5%-62.3% | 4,620,071 | |||||||||
| Lease liabilities | GBP | Fixed | 2025 | 2.7%-5.9% | 61 | 2025 | 2.7%-5.9% | 71 | |||||||||
| Lease liabilities | EUR | Fixed | 2025-2034 | 2.9%-10.3% | 431,492 | 2025-2034 | 2.9%-10.3% | 408,785 | |||||||||
| Lease liabilities | BYN | Fixed | 2025-2028 | 10.8%-20.0% | 677,001 | 2025-2028 | 10.8%-20.0% | 542,353 | |||||||||
| Lease liabilities | USD | Fixed | 2025-2052 | 4.0%-11.6% | 8,028,552 | 2025-2037 | 4.0 %-11.6% | 55,349 | |||||||||
| 172,858,079 | 121,737,882 | ||||||||||||||||
26
TURKCELL İLETİŞİMHİZMETLERİ A.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousandof Turkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 14. | Derivative financial instruments |
The fair value of derivative financialinstruments at 30 June 2025 and 31 December 2024 are attributable to the following:
| 30 June 2025 | 31 December 2024 | |||||||||||||||
| Assets | Liabilities | Assets | Liabilities | |||||||||||||
| Held for trading | 2,503,983 | (2,552,313 | ) | 2,291,854 | (584,913 | ) | ||||||||||
| Net interest accrual income/ expense | 16,587 | 3,953 | 91,925 | 6,832 | ||||||||||||
| 2,520,570 | (2,548,360 | ) | 2,383,779 | (578,081 | ) | |||||||||||
27
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.)
| 14. | Derivative financial instruments (continued) |
Held for trading
The notional amount and the fair value of derivatives usedheld for trading contracts at 30 June 2025 and 31 December 2024 are as follows:
| 30 June 2025 | |||||||||||||||||
| Sell | Buy | ||||||||||||||||
| Notional | Notional | ||||||||||||||||
| Currency | amount | Currency | amount | Fair value | Maturity | ||||||||||||
| Cross currency swap contracts | TRY | 15,460 | USD | 2,000 | 64,985 | November 2025 | |||||||||||
| TRY | 32,581 | RMB | 50,419 | 234,942 | April 2026 | ||||||||||||
| Currency Forward Contracts | USD | 161,000 | TRY | 7,666,590 | 267,445 | July 2025 - April 2026 | |||||||||||
| TRY | 3,651,600 | USD | 76,000 | 24,822 | February 2026 - March 2026 | ||||||||||||
| EUR | 10,000 | USD | 534,373 | 10,285 | November 2025 | ||||||||||||
| Currency Swap | EUR | 25,000 | USD | 29,262 | 944 | July 2025 | |||||||||||
| USD | 44,595 | RMB | 321,336 | 13,743 | July 2025 | ||||||||||||
| Participating cross currency swap contracts | TRY | 525,282 | EUR | 94,208 | 777,651 | April 2026 | |||||||||||
| TRY | 393,753 | USD | 66,748 | 369,664 | November 2025 - April 2033 | ||||||||||||
| Interest swap contracts | USD | 835,972 | USD | 835,972 | 739,502 | July 2025 - January 2032 | |||||||||||
| 2,503,983 | |||||||||||||||||
28
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.)
| 14. | Derivative financial instruments (continued) |
Held for trading
| 30 June 2025 | |||||||||||||||||
| Sell | Buy | ||||||||||||||||
| Notional | Notional | ||||||||||||||||
| Currency | amount | Currency | amount | Fair value | Maturity | ||||||||||||
| Cross currency swap contracts | EUR | 86,021 | USD | 100,000 | (16,002 | ) | January 2032 | ||||||||||
| Currency Forward Contracts | USD | 60,000 | TRY | 2,895,290 | (11,858 | ) | February 2026 - March 2026 | ||||||||||
| TRY | 31,938,480 | USD | 759,000 | (592,138 | ) | July 2025 - April 2026 | |||||||||||
| Currency Swap | EUR | 33,301 | RMB | 270,000 | (53,406 | ) | July 2025 | ||||||||||
| EUR | 1,255,665 | USD | 1,427,340 | (1,716,688 | ) | July 2025 - August 2025 | |||||||||||
| Participating cross currency swap contracts | TRY | 55,391 | EUR | 12,048 | (124,624 | ) | April 2026 | ||||||||||
| Options contracts | TRY | 500,000 | EUR | 10,000 | (8,392 | ) | November 2025 | ||||||||||
| TRY | 470,000 | USD | 10,000 | (29,205 | ) | December 2025 | |||||||||||
| XAU | 6 | USD | 20,000 | - | July 2025 | ||||||||||||
| (2,552,313 | ) | ||||||||||||||||
29
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.)
| 14. | Derivative financial instruments (continued) |
Held for trading (continued)
| 31 December 2024 | |||||||||||||||||
| Sell | Buy | ||||||||||||||||
| Notional | Notional | ||||||||||||||||
| Currency | amount | Currency | amount | Fair value | Maturity | ||||||||||||
| Cross currency swap contracts | TRY | 30,920 | USD | 4,000 | 132,592 | November 2025 | |||||||||||
| TRY | 43,386 | RMB | 67,141 | 319,624 | April 2026 | ||||||||||||
| Currency Forward Contracts | USD | 107,500 | TRY | 5,101,275 | 331,196 | February 2025 - December 2025 | |||||||||||
| EUR | 10,000 | TRY | 534,373 | 40,247 | November 2025 | ||||||||||||
| Currency Swap | EUR | 22,343 | RMB | 170,006 | 37,566 | February 2025 | |||||||||||
| Participating cross currency swap contracts | TRY | 756,826 | EUR | 136,499 | 779,353 | October 2025 - April 2026 | |||||||||||
| TRY | 547,821 | USD | 91,894 | 565,131 | November 2025 - April 2026 | ||||||||||||
| Interest swap contracts | USD | 82,171 | USD | 82,171 | 86,145 | April 2026 - April 2033 | |||||||||||
| 2,291,854 | |||||||||||||||||
30
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FORTHE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand of Turkish Lira and areexpressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currencies other than TurkishLira are expressed in thousands unless otherwise stated.)
| 14. | Derivative financial instruments (continued) |
Held for trading (continued)
| 31 December 2024 | |||||||||||||||||
| Sell | Buy | ||||||||||||||||
| Notional | Notional | ||||||||||||||||
| Currency | amount | Currency | amount | Fair value | Maturity | ||||||||||||
| Currency Forward Contracts | TRY | 11,900,200 | USD | 297,500 | (402,702 | ) | January 2025 - December 2025 | ||||||||||
| Currency Swap | USD | 16,750 | RMB | 120,943 | (6,907 | ) | February 2025 | ||||||||||
| USD | 10,822 | EUR | 10,103 | (11,198 | ) | January 2025 | |||||||||||
| Participating cross currency swap contracts | TRY | 92,134 | EUR | 20,040 | (122,149 | ) | April 2026 | ||||||||||
| Options contracts | TRY | 500,000 | EUR | 10,000 | (41,175 | ) | November 2025 | ||||||||||
| Interest swap contracts | USD | 26,740 | USD | 26,740 | (782 | ) | April 2026 | ||||||||||
| (584,913 | ) | ||||||||||||||||
31
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 14. | Derivative financial instruments (continued) |
Fair value of derivative instrumentsand risk management
Fair value
This section explains the judgmentsand estimates made in determining the fair values of the financial instruments that are recognized and measured at fair value in thefinancial statements. To provide an indication of the reliability of the inputs used in determining fair value, the Group has classifiedits financial instruments into the three levels prescribed under the accounting standards. An explanation of each level is as follows:
·Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access atthe measurement date;
· Level 2 inputs areinputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly;and
· Level 3 inputs are unobservable inputs for the asset or liability.
| Fair Value hierarchy | Valuation Technique | |||
| a) Participating cross currency swap contracts | Level 2 | Pricing models based on discounted cash presentvalue of the estimated future cash flows based on observable yield curves and end period FX rates | ||
| b) FX swap, currency, interest swap and option contracts | Level 2 | Present value of the estimated future cash flows based on observable yield curves and end period FX rates | ||
| c) Currency forward contracts | Level 2 | Forward exchange rates at the balance sheet date |
32
TURKCELL İLETİŞİM HİZMETLERİ A.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 15. | Financial instruments |
Impairment losses
Movements in the provision for trade receivables, contractassets, other assets and due from related parties are as follows:
| 30 June 2025 | ||||||||
| Contract Assets | Trade receivable and Other Assets | |||||||
| Opening balance | 6,375 | 768,830 | ||||||
| Provision for impairment recognized during the year | 1,517 | 697,919 | ||||||
| Amounts collected | - | (308,089 | ) | |||||
| Receivables written off during the year as uncollectible | - | (314,910 | ) | |||||
| Effect of changes in exchange rates | - | 48,596 | ||||||
| Inflation adjustment | (982 | ) | (115,950 | ) | ||||
| Closing balance | 6,910 | 776,396 | ||||||
| 30 June 2024 | ||||||||
| Contract Assets | Trade receivable and Other Assets | |||||||
| Opening balance | 5,707 | 1,019,516 | ||||||
| Provision for impairment recognized during the year | 1,290 | 784,421 | ||||||
| Amounts collected | - | (244,185 | ) | |||||
| Receivables written off during the year as uncollectible | - | (456,331 | ) | |||||
| Effect of changes in exchange rates | - | 25,015 | ||||||
| Inflation adjustment | (1,216 | ) | (209,289 | ) | ||||
| Closing balance | 5,781 | 919,147 | ||||||
Movements in the provisions for the total of receivables from financial services are as follows:
| 30 June 2025 | 30 June 2024 | |||||||
| Opening balance | 188,412 | 247,544 | ||||||
| Provision for impairment recognized during the year | 219,344 | 182,035 | ||||||
| Amounts collected | (94,541 | ) | (87,103 | ) | ||||
| Receivables transferred with receivables transfer contract (*) | (52,419 | ) | (40,385 | ) | ||||
| Inflation adjustment | (30,269 | ) | (52,652 | ) | ||||
| Closing balance | 230,527 | 249,439 | ||||||
(*) Turkcell Finansman signed a transferof claim agreement with a debt management company to transfer some of its doubtful receivables stemming from the years 2016 and 2024.Transferred doubtful receivables comprise of balances for which Turkcell Finansman had started legal proceedings.
33
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 15. | Financial instruments |
Foreign exchange risk
The Group’s exposure to foreign exchange risk at theend of the reporting period, based on notional amounts, was as follows:
| 30 June 2025 | ||||||||||||
| USD | EUR | RMB | ||||||||||
| Foreign currency denominated assets | ||||||||||||
| Other non-current assets | 69 | 11 | - | |||||||||
| Financial asset at fair value through other comprehensive income | 382,594 | 124,538 | - | |||||||||
| Due from related parties - current | 103 | - | - | |||||||||
| Trade receivables and contract assets | 23,235 | 26,048 | - | |||||||||
| Other current assets | 7,239 | 2,005 | - | |||||||||
| Cash and cash equivalents | 460,834 | 1,867,085 | 126,242 | |||||||||
| 874,074 | 2,019,687 | 126,242 | ||||||||||
Foreigncurrency denominated liabilities | ||||||||||||
| Loans and borrowings - non-current | (274,401 | ) | (605,903 | ) | (1,095,417 | ) | ||||||
| Debt securities issued - non-current | (1,424,362 | ) | - | - | ||||||||
| Lease obligations - non-current | (195,352 | ) | (8,045 | ) | - | |||||||
| Other non-current liabilities | (39,697 | ) | - | - | ||||||||
| Due to related parties | - | (5,480 | ) | - | ||||||||
| Loans and borrowings - current | (125,913 | ) | (324,924 | ) | (198,269 | ) | ||||||
| Debt securities issued - current | (575,402 | ) | - | - | ||||||||
| Lease obligations - current | (6,663 | ) | (1,224 | ) | - | |||||||
| Other current liabilities | - | (6,319 | ) | - | ||||||||
| Trade and other payables - current | (172,016 | ) | (14,073 | ) | (158,640 | ) | ||||||
| (2,813,806 | ) | (965,968 | ) | (1,452,326 | ) | |||||||
| Financial liabilities defined as hedging instruments (*) | 4800 | 113,437 | - | |||||||||
| Exposure related to derivative instruments | ||||||||||||
| Participating cross currency swap and FX swap contracts | 1,514,007 | (1,399,988 | ) | 641,755 | ||||||||
| Currency forward contracts | 619,328 | (7,041 | ) | - | ||||||||
| Net exposure | 198,403 | (239,873 | ) | (684,329 | ) | |||||||
(*) Turkcell, the main shareholderof the Group, uses a loan amounting to EUR 56,576 as a hedging instrument to protect against foreign exchange risk arising from the translationof its net investments in a foreign subsidiary into Turkish Lira. The foreign exchange gains/losses related to this loan are recognizedunder equity in the “gains/losses on net investment hedge of a foreign operation” account, to be offset against the foreignexchange differences arising from the translation of the net assets of the foreign operation into Turkish Lira.
34
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 15. | Financial instruments (continued) |
Commodity Price Risk
On 14 April 2025, the Group investedin a gold deposit account equivalent to 15,662 ounces of gold. As of 30 June 2025, the fair value of the gold deposit account isTRY 2,075,077. Therefore, the Group’s profitability may be affected by changes in gold prices in the markets.
In the sensitivity analysis performed,it was assessed that a 10% increase in gold prices would result in a TRY 207,508 increase in profit or loss before tax, whereas a 10%decrease would result in a TRY (207,508) decrease in profit or loss before tax.
Sensitivity analysis
The basis for the sensitivity analysisto measure foreign exchange risk is an aggregate corporate-level currency exposure. The aggregate foreign exchange exposure is composedof all assets and liabilities denominated in foreign currencies; the analysis excludes net foreign currency investments.
A 10% strengthening/weakening of theTRY, BYN, EUR against the following currencies as at 30 June 2025 would have increased/(decreased) profit or loss before by theamounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant.
| 30 June 2025 | ||||||||||||||||
| Profit/(Loss) | Equity | |||||||||||||||
| Sensitivity analysis | Appreciation of foreign currency | Depreciation of foreign currency | Appreciation of foreign currency | Depreciation of foreign currency | ||||||||||||
| 1- USD net asset/liability | 886,554 | (886,554 | ) | - | - | |||||||||||
| 2- Hedged portion of USD risk (-) | - | - | (19,077 | ) | 19,077 | |||||||||||
| 3- USD net effect (1+2) | 886,554 | (886,554 | ) | (19,077 | ) | 19,077 | ||||||||||
| 4- EUR net asset/liability | (1,083,893 | ) | 1,083,893 | - | - | |||||||||||
| 5- Hedged portion of EUR risk (-) | - | - | (264,703 | ) | 264,703 | |||||||||||
| 6- EUR net effect (4+5) | (1,083,893 | ) | 1,083,893 | (264,703 | ) | 264,703 | ||||||||||
| 7- Other foreign currency net asset/liability (RMB) | (377,216 | ) | 377,216 | - | - | |||||||||||
| 8- Hedged portion of other foreign currency risk (-) (RMB) | - | - | - | - | ||||||||||||
| 9- Other foreign currency net effect (7+8) | (377,216 | ) | 377,216 | - | - | |||||||||||
| Total (3+6+9) | (574,555 | ) | 574,555 | (283,780 | ) | 283,780 | ||||||||||
35
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 15. | Financial instruments (continued) |
Financial assets:
Carrying values of a significant portionof financial assets do not differ significantly from their fair values due to their short-term nature.
Financial liabilities:
As at 30 June 2025 and 31 December 2024;for the majority of the borrowings, the fair values are not materially different to their carrying amounts since the interest payableon those borrowings is either close to current market rates or the borrowings are of a short-term nature.
The carrying amounts and fair valuesof non-current borrowings and current portion of non-current borrowings are as follows:
| Carrying amount | Fair value | |||||||
| As at 30 June 2025: | ||||||||
| Bank loans | 11,828,686 | 11,998,257 | ||||||
| Debt securities | 79,475,413 | 80,590,993 | ||||||
| Carrying amount | Fair value | |||||||
| As at 31 December 2024: | ||||||||
| Bank loans | 10,372,511 | 10,363,497 | ||||||
| Debt securities | 39,802,221 | 39,567,946 | ||||||
| 16. | Guarantees and purchase obligations |
At 30 June 2025, outstanding purchasecommitments with respect to property, plant and equipment, inventory, advertising and sponsorship amount to TRY 4,411,866 (31 December 2024:TRY 4,996,321). Payments for these commitments will be made within 5 years.
The Group is contingently liable inrespect of letters of guarantee obtained from banks and given to public institutions and private entities, and financial guarantees providedto subsidiaries amounting to TRY 29,838,531 at 30 June 2025 (31 December 2024: TRY 23,932,025).
BeST has an investment commitment thatcovers the years 2022-2032 with a total investment amount of not less than USD 100,000, in accordance with the agreement which is signedbetween the Republic of Belarus, BeST and the Company on 30 November 2022. As of 30 June 2025, the remaining investment commitmentis amounting to USD 67,740 (TRY equivalent of 2,692,160).
36
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 17. | Commitments and Contingencies |
The amounts related to the investigations,lawsuits, and inquiries shared below are disclosed with their nominal values as of 30 June 2025.
Disputes on Special CommunicationTax
Restructuring Act Compensation Lawsuitregarding the SCT for the term 2011
The Large Taxpayers Office levied SpecialCommunication Tax (SCT) and tax penalty on the Company for the term 2011, the Company filed application for restructuring the tax assessment,the application has rejected. The lawsuit filed against the rejection act, was finalized in favor of the Company.
As a result of this case, the Company,filed a lawsuit for the collection of TRY 47,405 principal receivable and TRY 36,000 damage accrued with a deferment interest. The Courtdecided to return TRY 47,269 principal receivable together with the deferred interest to be calculated as of the collection date. RegionalAdministrative Court rejected the appeal requests. The Council of State rejected the appeal requests and the case was finalized.
Disputes regarding the Law on theProtection of Competition
The Competition Board evaluated Articles4 and 6 of Law No. 4054 regarding the Company and imposed an administrative fine of TRY 91,942 in June, 2011 on the ground thatthe Company violated Article 6. The Company filed a lawsuit for the cancellation of the Board decision regarding the parts againstitself but the case was finalized against the Company in both the first-instance court and appeal stage. The Company made an individualapplication to the Constitutional Court, against the respective decision within due time. The Constitutional Court process is pending.
Also, the Large Taxpayers Office issueda payment order regarding the aforementioned administrative fine. The Company filed a lawsuit for the cancellation of the payment orderbut that case also was finalized against the Company. TRY 47,780 part of the administrative fine has been deducted from the receivablesthat the Company has earned as a result of another lawsuit. The remaining TRY 44,162 part of the administrative fine was paid in April 2022.
On the other hand three private companiesfiled a lawsuits against the Company in relation with this case claiming in total of TRY 112,084 for its material damages by reservingits rights for surpluses allegedly.
Among these cases, in the case filedfor the compensation of total TRY 110,484 material damages together with compensation amounting to three times of the damage and interest,a settlement was reached through mediation on 19 April 2024, and TRY 130,000 was paid by the Company on 3 May 2024. Accordingly,in the lawsuit between the parties, the court decided that there was no need to decide on the merits of the lawsuit that was not subjectto mediation and the decision became final.
Among these cases, in the case filedfor the compensation of total TRY 500 material damages, the Company objected to expert the report and the files has been sent to a newexpert committee. The expert report has been submitted to the case file. The parties have duly filed objections to the expert reportwithin the specified timeframe. In accordance with the parties’ objections, the court has resolved to obtain an additional reportfrom the same expert panel. The expert's supplementary report has been submitted to the case file. The Company will submit statementsand objections regarding the report within the specified timeframe. The other case was finalized in favor of the Company.
On the other hand, a third party fileda lawsuit for the cancellation of the part of the Competition Board stating that the Company did not violated Article 4 and theCouncil of State cancelled this part of the decision. Thereafter Competition Board launched a new investigation and as a result of itthe Competition Board decided to apply administrative fine amounting to TRY 91,942 in 2019, on the ground that the Company violated Article 4.Afterwards, The Competition Authority accepted some of the objections and reduced the administrative fine to TRY 61,294 with its decision.The aforementioned fine that amount of TRY 61,294 was paid discount, in the amount of TRY 45,971. A decision was made against
37
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 17. | Commitments and Contingencies (continued) |
Disputes regarding the Law on theProtection of Competition (continued)
the Company at the first instance andappeal stages in the lawsuit that filed for cancellation of the fine. The appeal process is pending.
Disputes regarding the Law on theProtection of Competition – Investigation on gentleman's agreements for the labour market
The Competition Authority initiatedan investigation to ascertain whether there was a breach of Article 4 of Law No. 4054 through the establishment of gentleman'sagreements within the labor market. The Investigation Report was formally served to the Company on 7 May 2023. In response, theCompany submitted its written defense concerning the findings and conclusions, and an oral defense hearing was conducted on 13 February 2024.Following the investigation, it was resolved on 27 February 2024 to impose an administrative fine of TRY 57,301 on the Company.This amount has been recognized as a liability in the consolidated financial statements dated 30 June 2025. The reasoned decisionwas formally notified to the Company on 5 August 2025. The fine will be settled within one month from the date of notification witha 25% reduction, and an action for annulment will be brought against the decision.
ICTA Investigation Regarding theR&D Obligations
ICTA conducts annual investigationsto examine whether the company fulfills its obligations arising from the relevant legislation regarding the provision of a certain portionof its investments in the electronic communication network and communication services from suppliers with R&D centers in Turkey,a certain portion from products manufactured in Turkey by SME suppliers established to develop products or systems in Turkey, and a certainportion from products determined to be certified as domestic goods within the framework of the relevant legislation. As a result of theaudits carried out for the 2013-2018 period, a total of TRY 95,487 administrative fines were imposed on the company, and these fineswere paid in the amount of TRY 71,615 by taking advantage of the early payment discount, but the legal processes initiated for the cancellationof the fines are ongoing.
In addition, ICTA conducts routineinvestigations regarding 3G and 4.5G investment obligations. This review process is ongoing for the periods 2018-2021.
Refunds Investigation
ICTA examined whether the refund transactionsto subscribers were in compliance with the Board Decisions regulating the refund procedures for postpaid and prepaid subscribers. Asa result of the investigation, the Board imposed various administrative fines on the Company for the periods 2010-2018. The related administrativefines were paid in the previous years and the amount stated to be underpaid to the subscribers was paid on May 18, 2023 in the amountof TRY 98,333 together with late payment interest. The legal process initiated by the company, requesting the cancellation of the relevanttransaction and the fine, is pending in the appeal stage.
Turkcell and Superonline are currentlyundergoing refund investigations on a similar matter and Turkcell is currently undergoing an ongoing investigation on the Return of RemainingTRY on Prepaid Lines (01.03.2019-30.04.2021 Period). Verbal defense meetings were held on 29 April 2025 within the scope of theRefund Insvestigations (Board Decision No. 57) against Turkcell and Superonline. The verbal defense meeting for the ongoing Investigationon Return of Remaining TRY on Prepaid Lines regarding Turkcell was held on 18 February 2025. On the other hand, the Investigationon Return of TRY Remaining on Prepaid Lines for the next period (01.05.2021-30.09.2022 Period) has been initiated for our Turkcell theInvestigation Report including the findings of violations was notified to Company on 25 April 2025. Our written defense regardingthe violation findings in the Investigation Report was submitted to the ICTA on 26 May 2025.
38
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 17. | Commitments and Contingencies (continued) |
Investigation Regarding the SubscriptionAgreements (Anonymous Lines)
The ICTA initiated an investigationto examine whether the obligations regarding the establishment and implementation of subscription agreements and open lines were fulfilledand as a result of this investigation, the ICTA imposed an administrative fine of TRY 99,132 on the Company. The administrative finewas paid on 31 January 2024 as TRY 74,349 with early payment discount. The Company filed five separate lawsuits in total for thecancellation of the administrative fines and related transactions. The cases are pending. The examination process of a similar investigationsabout Number Porting (Turkcell) Subscription Agreements (Superonline) are also ongoing.
ICTA – Investigation on IdendityVerification Regulation
The ICTA stated that Turkcell and Superonlinefailed to comply with the face-to-face verification procedures of the Identity Verification Regulation and recorded biometric data intheir subscription processes. It was assessed that administrative fines could be imposed on Turkcell and Superonline for four separateviolations.
On the other hand, the ICTA has alsostated that may be take necessary measures for the scope of provision "...national security, public order or the proper executionof public service and the implementation of the provisions introduced by laws, to take over the facilities in return for compensationwhen necessary, to cancel the authorisation granted in case of non-payment of the authorisation fee within the specified period or incase of gross negligence.". Our written defenses were submitted to the ICTA on 11 March 2024. The investigations are ongoing.Within the scope of the investigation, a verbal defense meeting was held on 3 December 2024.
Violation of Board Decision (BoardDecision No. 412 – NetGSM) Inspection
An investigation was initiated againstour Company for not providing services (In violation of the relevant legislation and the Board Decision No. 2024/UK-ETD/412) toNetgsm's subscribers who want to receive services from our network through new subscription or number portability within the scope ofthe Virtual Mobile Network Service (VMMS) authorization. Within the scope of the investigation, our written explanations regarding theviolation determination were prepared and submitted to the ICTA. On 14 January 2025, a verbal defense meeting was held. A lawsuithas been filed for the annulment of Board Decision No. 2024/UK-ETD/412. The Court rejected the case. The Company appealed the decisionbefore the Regional Administrative Court.
Other Investigations Conducted byICTA
The ICTA may carry out routine or specificinvestigations to determine whether the relevant legislation is being complied with, and a summary of the content of the investigationsthat have already been concluded is presented below.
a) Investigationof compliance with the criteria and target values defined in the legislation regarding 3N and 4.5N Mobile Communication Systems,
b) Investigation of compliance with the obligation regarding mobile service quality notifications,
c) Investigationon whether the Company fulfills its obligations in relation to Value Added Electronic Communication Services,
d) Investigation of compliance with the legislation regarding subscription termination processes,
e) InvestigationRegarding the Non-Blocking of Calling Line Identification (CLI) in Violation of the Relevant Provisions of the Principles and Proceduresfor the Use of Calling Line Information as CLI
39
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 17. | Commitments and Contingencies (continued) |
Other Investigations Conducted byICTA (continued)
All administrative fines imposed asa result of routine or specific inspections conducted by ICTA have been paid with early payment discount, and legal proceedings initiatedfor some of them in line with the opinions of the legal counsel for their cancellation are ongoing. The total amount of the related administrativefines paid in the past period is TRY 29,628.
The ICTA may carry out routine or specificinvestigations to determine whether the relevant legislation is being complied with, and a summary of the content of the investigationsthat have not been concluded is presented below.
a) Investigationregarding the compliance of the works and transactions carried out in the processes from the submission to the finalization of the facilitysharing request with the relevant legislation,
b) Investigationof whether the obligations defined in the Regulation on Consumer Rights in the Electronic Communications Sector and other relevant legislationregarding committed subscriptions are fulfilled
Other ongoing lawsuits and tax investigations
Probability of an outflow of resourcesembodying economic benefits for 2018 and 2019 fiscal years with regards to notification of Information and Communication TechnologiesAuthority for radio fee related to 2018 fiscal year was considered by the Company management. In this respect, TRY 128,429 was paid inNovember 2019 by reserving our right to take legal actions and legal actions were taken for 2018 fiscal year. The Court rejectedthe cases. The Company appealed the decisions before the Regional Administrative Court. The Regional Administrative Court rejected theappeal request. The Company appealed the decision in due time. The appeal process is pending. On the other hand, additional TRY 13,465for December 2018 was paid with reservation on 29 January 2021 with regards to notification of Information and CommunicationTechnologies Authority for the same reason. Upon the conclusion of three lawsuits against the Company, an individual application wasmade to the Constitutional Court and the process is ongoing.
General Assessment of Ongoing Litigationand Investigation
Based on the management opinion, anoutflow of resources embodying economic benefits is deemed as probable on some of the aforementioned lawsuits and investigations, thereis no additional provision recognized in the consolidated financial statements as at and for the period ended 30 June 2025 (31 December 2024:TRY 249,519). The provision allocated for ongoing investigations, inquiries, lawsuits, and audits represents the Company Management'sbest estimate; however, the results of these proceedings may differ from the Group's assessments.
40
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 18. | Related parties |
Transactions with key management personnel
Key management personnel comprise the Group's members ofthe Board of Directors and chief officers. There are no loans to key management personnel as of 30 June 2025 and 2024.
The Group provides additional benefits to key managementpersonnel and contributions to retirement plans based on a pre-determined ratio of compensation.
| 30 June 2025 | 30 June 2024 | |||||||
| Short-term benefits | 191,215 | 179,915 | ||||||
| Long-term benefits | 467 | - | ||||||
| Termination benefits | 183 | 355 | ||||||
| 191,865 | 180,270 | |||||||
| The following transactions occurred with related parties: |
| 30 June | 30 June | |||||||
| Revenue from related parties | 2025 | 2024 | ||||||
| Türk Telekom Mobil Iletisim Hizmetleri A.S. (“TT Mobil”) (*) | 648,485 | 674,656 | ||||||
| Enerji Piyasaları İşletme A.S. (“EPIAS”) (*) | 235,408 | 203,730 | ||||||
| Türk Hava Yolları A.S. (“THY”) (*) | 222,889 | 269,891 | ||||||
| Ziraat Bankası A.S. (“Ziraat Bankası”) (*) | 139,224 | 112,131 | ||||||
| Gunes Express Havacilik A.S. (“Sun Express”) (*) | 139,090 | 140,815 | ||||||
| Turk Telekomunikasyon A.S. (“TT”)(*) | 81,846 | 78,385 | ||||||
| TOGG (**) | 71,954 | 39,868 | ||||||
| Turksat Uydu Haberlesme Kablo TV ve Isletme A.S. (“Turksat”)(*) | 68,671 | 100,230 | ||||||
| TVF IFM Gayrimenkul Insaat ve Yonetim A.S. (*) | 42,890 | 27,116 | ||||||
| Turkiye Hayat ve Emeklilik A.S.(*) | 41,182 | 53,608 | ||||||
| Türkiye Sigorta A.Ş. ("Türkiye Sigorta")(*) | 35,000 | 41,584 | ||||||
| Turkiye Halk Bankası A.S. (“Halkbank”) (*) | 28,717 | 24,271 | ||||||
| Turkiye Vakiflar Bankası TAO (“Vakifbank”)(*) | 27,730 | 22,821 | ||||||
| Ziraat Katılım Bankasi A.S. (“Ziraat Katilim”)(*) | 14,452 | 5,698 | ||||||
| BIST (*) | 8,140 | 6,358 | ||||||
| Other | 50,950 | 33,668 | ||||||
| 1,856,628 | 1,834,830 | |||||||
(*) Related parties, which TVF directly and / or indirectlyhas control or joint control or significant influence.
(**) Related parties which is associate.
41
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 18. | Related parties (continued) |
| 30 June | 30 June | |||||||
| Related party expenses | 2025 | 2024 | ||||||
| Türk Telekomünikasyon A.S (*) | 1,257,700 | 1,074,065 | ||||||
| TT Mobil (*) | 1,188,440 | 724,007 | ||||||
| EPIAS (*) | 697,468 | 411,875 | ||||||
| Turkiye Vakiflar Bankası TAO (“Vakifbank”)(*) | 664,324 | 20,022 | ||||||
| T.C. Hazine ve Maliye Bakanlığı | 150,627 | 142,336 | ||||||
| Istanbul Takas ve Saklama Bankasi A.S. ("Takasbank") (*) | 149,275 | 561,254 | ||||||
| PTT (*) | 77,546 | 67,414 | ||||||
| Turksat (*) | 51,810 | 38,409 | ||||||
| Others | 243,039 | 332,759 | ||||||
| 4,480,229 | 3,372,141 | |||||||
(*) Related parties, which TVF directlyand / or indirectly has control or joint control or significant influence.
As of 30 June 2025, the Grouphas recognized a right-of-use asset amounting to TRY 8,245,472 and a lease liability amounting to TRY 7,923,109 in its statement of financialposition in accordance with the lease agreement signed with BOTAŞ. In relation to this agreement, an interest expense of TRY 131,722is included in the consolidated statement of profit or loss for the six-month interim period ended 30 June 2025.
Details of the financial assets andliabilities with related parties as of 30 June 2025 and 31 December 2024 are as follows:
| 30 June | 31 December | |||||||
| 2025 | 2024 | |||||||
| Banks - Time deposits | 17,100,529 | 29,922,497 | ||||||
| Banks - Demand deposits | 1,141,379 | 946,846 | ||||||
| Receivables from reverse repo | 60,743,857 | 14,437,191 | ||||||
| Financial investment (*) | 7,217,136 | 5,632,367 | ||||||
| Bank borrowings | (4,698,804 | ) | (11,261,911 | ) | ||||
| Debt securities issued | (575,674 | ) | (1,079,937 | ) | ||||
| Lease liabilities | (8,672,016 | ) | (130,643 | ) | ||||
| Impairment loss provision associated with bank deposits and other financial assets | (2,466 | ) | (4,341 | ) | ||||
| 72,253,941 | 38,462,069 | |||||||
(*) Financial investments are consist of bonds and currencyprotected time deposit.
As of 30 June 2025, the amounts of letters of guaranteegiven to the related parties is TRY 2,219,396 (31 December 2024: TRY 683,138).
Details of the time deposits at related parties as of 30June 2025 and 31 December 2024 are as follows:
Details of the time deposits at related parties
| 30 June | 31 December | |||||||
| 2025 | 2024 | |||||||
| Ziraat Bankasi | 7,652,192 | 7,364,520 | ||||||
| Ziraat Katılım | 5,483,944 | 4,910,583 | ||||||
| Vakifbank | 3,538,928 | 10,217,822 | ||||||
| Halkbank | 425,465 | 7,429,572 | ||||||
| 17,100,529 | 29,922,497 | |||||||
42
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 18. | Related parties (continued) |
Details of the reverse repo
| Amount in Original Currency | Currency | Effective Interest Rate | Maturity | 30 June 2025 | |||||
| 4,843,490 | EUR | 2.25% - 4.00% | July - Aug 2025 | 60,743,857 | |||||
| 60,743,857 |
Details of the time deposits at related parties
| Amount in Original Currency | Currency | Effective Interest Rate | Maturity | 30 June 2025 | |||||
| 224,120 | EUR | 1.9% | July 2025 | 10,440,452 | |||||
| 3,448,051 | TL | 47.5% | July 2025 | 3,452,546 | |||||
| 80,529 | USD | 3.5% | July 2025 | 3,207,531 | |||||
| 17,100,529 |
Details of the bank borrowings at related parties
| Principle Amount | Currency | Effective Interest Rate | Maturity | 30 June 2025 | |||||
| 4,418,000 | TL | 41.0% - 53.0% | July 2025 | 4,445,829 | |||||
| 235,000 | TL | 53.1% | August 2027 | 242,975 | |||||
| 10,000 | TL | 47.5% | July 2025 | 10,000 | |||||
| 4,698,804 |
Details of the debt securities issued at related parties
| Principle Amount | Currency | Effective Interest Rate | Maturity | 30 June 2025 | |||||
| 550,000 | TL | 40.0% - 46.5% | July 2025- September 2025 | 575,674 | |||||
| 575,674 |
Details of the lease liabilities at related parties
| Currency | Effective Interest Rate | Maturity | 30 June 2025 | ||||
| TL | 12.75% - 62.25% | 2025 - 2034 | 8,672,016 | ||||
| 8,672,016 |
43
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 18. | Related parties (continued) |
Interest income to related parties
| 30 June 2025 | 30 June 2024 | |||||||
| Vakifbank | 679,003 | 3,762,354 | ||||||
| Ziraat Bankasi | 559,493 | 487,316 | ||||||
| Halkbank | 336,808 | 1,264,906 | ||||||
| Ziraat Katılım | 91,131 | 111,816 | ||||||
| Other | 643 | 1,342 | ||||||
| 1,667,078 | 5,627,734 | |||||||
Interest expense to related parties
| 30 June 2025 | 30 June 2024 | |||||||
| Vakifbank | 911,111 | 1,102,778 | ||||||
| Halk Varlık Kiralama A.S. ("Halk Varlık Kiralama") | 180,614 | 188,200 | ||||||
| Ziraat Bankasi | 1,790 | 78,828 | ||||||
| Halkbank | 2,171 | 15,046 | ||||||
| Other | 82 | 6,208 | ||||||
| 1,095,768 | 1,391,060 | |||||||
The revenues obtained from the related partiesof the Group generally consist of telecommunications services, call center services, and other services. The transactions between theGroup and EPİAŞ involve the provision of energy services; the transactions with BOTAŞ involve the provisionof infrastructure services; the transactions with Halk Bank, Ziraat Bank, Ziraat Investment, and Vakıfbank involve bankingservices; the transactions with Türksat involve telecommunications services; and the transactions with BIST arise from stock exchangeactivities. The receivables from related parties are unsecured.
44
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 19. | Subsidiaries |
The Group’s ultimate parent company is TVF, while subsidiaries,associates and a joint venture of the Company as at 30 June 2025 and 31 December 2024 are as follows:
| Effective Ownership Interest | ||||||||
| Subsidiaries Name | Country of Incorporation | Business | 30 June 2025 (%) | 31 December 2024 (%) | ||||
| Turktell | Türkiye | Information technology, value added GSM services and entertainment investments | 100 | 100 | ||||
| Turkcell Superonline | Türkiye | Telecommunications, television services and content services | 100 | 100 | ||||
| Turkcell Dijital | Türkiye | Digitalization services and products | 100 | 100 | ||||
| Turkcell Satış | Türkiye | Sales, delivery and digital sales services | 100 | 100 | ||||
| Turkcell Teknoloji | Türkiye | Research and development | 100 | 100 | ||||
| Turkcell Gayrimenkul | Türkiye | Property investments | 100 | 100 | ||||
| Turkcell Enerji | Türkiye | Electricity energy trade and wholesale and retail electricity sales | 100 | 100 | ||||
| Boyut Enerji | Türkiye | Electricity energy trade and wholesale and retail electricity sales | 100 | 100 | ||||
| Turkcell Finansman | Türkiye | Consumer financing services | 100 | 100 | ||||
| Turkcell Sigorta | Türkiye | Insurance agency activities | 100 | 100 | ||||
| Turkcell Dijital Sigorta | Türkiye | Dijital agency activities | 100 | 100 | ||||
| Turkcell Ödeme | Türkiye | Payment services and e-money license | 100 | 100 | ||||
| Lifecell Dijital Servisler | Türkiye | Development and providing of digital services and products | 100 | 100 | ||||
| Lifecell Bulut (***) | Türkiye | Cloud solutions services | - | 100 | ||||
| Lifecell TV | Türkiye | Online radio, television and on-demand streaming services | 100 | 100 | ||||
| Lifecell Müzik | Türkiye | Radio, television and on-demand streaming services | 100 | 100 | ||||
| Global Tower | Türkiye | Telecommunications infrastructure business | 100 | 100 | ||||
| Atmosware Teknoloji | Türkiye | Develop software products and services, training software developers | 100 | 100 | ||||
| Beltower | Republic of Belarus | Telecommunications infrastructure business | 100 | 100 | ||||
| Eastasian | Netherlands | Telecommunications investments | 100 | 100 | ||||
| Kıbrıs Telekom | Turkish Republic of Northern Cyprus | Telecommunications | 100 | 100 | ||||
| Lifecell Digital | Turkish Republic of Northern Cyprus | Telecommunications | 100 | 100 | ||||
| Turkcell Dijital Technologies | Turkish Republic of Northern Cyprus | Electronic payment services | 100 | 100 | ||||
| Turkcell Global Bilgi | Türkiye | Customer relations and human resources management | 100 | 100 | ||||
| Rehberlik (*) | Türkiye | Directory assistance | - | 100 | ||||
| Lifecell Ventures | Netherlands | Telecommunications investments | 100 | 100 | ||||
| Paycell LLC (**) | Ukraine | Consumer financing services | 100 | 100 | ||||
| Paycell Europe | Germany | Payment services and e-money | 100 | 100 | ||||
| Yaani | Netherlands | Internet search engine and browser services | 100 | 100 | ||||
| BiP B.V. | Netherlands | Providing digital services and products | 100 | 100 | ||||
| BiP A.S. | Türkiye | Providing digital services and products | 100 | 100 | ||||
| BeST | Republic of Belarus | Telecommunications | 100 | 100 | ||||
| Turkcell GSYF | Türkiye | Venture capital investment fund | 100 | 100 | ||||
| Sofra | Türkiye | Meal coupons and cards | 100 | 100 | ||||
| Artel | Türkiye | Data processing | 100 | 100 | ||||
| Ultia | Türkiye | Information technology | 100 | 100 | ||||
| TDC | Türkiye | Data center and cloud services | 100 | 100 | ||||
| Lifetech | Republic of Belarus | Information technology, programming and technical support | 100 | 100 | ||||
| Effective Ownership Interest | ||||||||||
| Associate Name | Country of Incorporation | Business | 30 June 2025 (%) | 31 December 2024 (%) | ||||||
| TOGG | Türkiye | Electric passenger car development, production and trading activities | 23 | 23 | ||||||
(*) The liquidation process of Rehberlik Hizmetleri Servisi A.Ş.was completed as of 11 March 2025.
(**) As of 27 January 2025, it was decided to liquidate Paycell LLC,established in Ukraine.
(***) As of 7 May 2025, The Company was merged with Lifecell DijitalServisler.
45
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 20. | Investments accounted for using the equity method |
The details of carrying values of investmentsaccounted for using the equity method are as follows:
| a) Associates | 30 June 2025 | 31 December 2024 | ||||
| TOGG | 4,056,683 | 6,176,747 |
The movement of investments accounted for using the equitymethod is as follows
| 30 June 2025 | 30 June 2024 | |||||
| Opening balance | 6,176,747 | 9,887,512 | ||||
| Shares of profit | (2,120,064 | ) | (1,110,756 | ) | ||
| Closing balance | 4,056,683 | 8,776,756 |
| 21. | Discontinued operations |
As per the Group's Board of Directors' decisiondated 20 December 2023; a share transfer agreement was signed on 29 December 2023 for the transfer of all shares, along withall rights and debts, of Lifecell LLC, Global LLC, and Ukrtower, which are the Group's wholly owned subsidiaries.
As of 9 September 2024, cash amounting toTRY 17,777,962, was received by the Group in accordance with the share purchase agreement.
As of 9 September 2024, other receivablesrelated to the purchase amounting to TRY 677,553 were accrued. Upon completion of the closing transactions with the buyer on 4 August 2025,the amount was finalized at TRY 490,150. The difference of TRY 187,403 has been reported under discontinued operations in the currentperiod.
As at 30 June 2024, the statement of profitor loss of a disposal group for the year are presented below:
| 1 January- 30June 2024 | |||
| Revenue | 6,997,385 | ||
| Cost of revenue | (4,513,652 | ) | |
| Gross profit | 2,483,733 | ||
| Selling and marketing expenses | (398,273 | ) | |
| Administrative expenses | (254,171 | ) | |
| Other operating income/(expense), net | 27,423 | ||
| Operating profit | 1,858,712 | ||
| Net finance costs / income | (69,975 | ) | |
| Profit before income tax | 1,788,737 | ||
| Tax benefit /(expense) | (284,077 | ) | |
| Profit/(loss) for the year from discontinued operations | 1,504,660 |
46
TURKCELL İLETİŞİM HİZMETLERİA.Ş.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALSTATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025
(All amounts are expressed in thousand ofTurkish Lira and are expressed in terms of purchasing power of Turkish Lira as of 30 June 2025 unless otherwise stated. Currenciesother than Turkish Lira are expressed in thousands unless otherwise stated.)
| 21. | Discontinued operations (continued) |
The net cash flows incurred by the disposal group are, as follows:
| 1 January- | ||||
| 30 June 2024 | ||||
| Cash flows from operating activities | 4,113,700 | |||
| Cash flows from investing activities | (1,849,096 | ) | ||
| Cash flows from financing activities | (731,881 | ) | ||
| Net cash (outflow)/inflow | 1,532,723 | |||
| 1 January- | ||||
| 30 June 2024 | ||||
| Foreign currency translation reserve | 8,554,676 | |||
| Reserve of disposal group classified as held for sale | 8,554,676 | |||
| 22. | Seasonality of operations |
The Turkish mobile communications market is affectedby seasonal peaks and troughs. Historically, the effects of seasonality on mobile communications usage had positively influenced the Company’sresults in the second and third quarters of the fiscal year and negatively influenced the results in the first and fourth quarters ofthe fiscal year.
| 23. | Subsequent events |
The redemption and coupon payment of the financingbond with a nominal amount of TRY 230,000, a maturity of 97 days and an annual simple interest rate of 46.00% was made on 2 July 2025.
Under the scope of the new issuance authorization,the Company submitted an application to the Capital Markets Board of Turkey (CMB) on 2 July 2025, for the approval of an issuancelimit for Sukuk Certificates with a nominal value of TRY 2,500,000.
The Company, a new Capital Markets Board (CMB)approval was obtained on 23 July 2025, valid for one year, for the issuance of Turkish Lira-denominated lease certificates basedon a management agreement, up to a total amount of TRY 2,000,000, to be issued domestically in different amounts and at different times,through private placement and/or sales to qualified investors without a public offering, in accordance with capital markets regulations.
Within the scope of the TRY 10,000,000 issuancelimit approved by the Capital Markets Board, the book building of the financing bond issuance of the Company with a maturity date of 20November 2025, an annual simple interest of 41.50% with a nominal amount of TRY 1,500,000 to qualified investors within Türkiye,without a public placement was completed, and the securities will be transferred to the investor accounts on 13 August 2025.
47
SIGNATURES
Pursuant to the requirementsof the Securities Exchange Act of 1934, Turkcell İletişim Hizmetleri A.Ş. has duly caused this report to be signed on its behalf by theundersigned, thereunto duly authorized.
| TURKCELL İLETİŞİM HİZMETLERİ A.Ş. | |||
| Date: August 14, 2025 | By: | /s/ Özlem Yardım | |
| Name: | Özlem Yardım | ||
| Title: | Investor Relations Corporate Finance Director | ||
| TURKCELL İLETİŞİM HİZMETLERİ A.Ş. | |||
| Date: August 14, 2025 | By: | /s/ Kamil Kalyon | |
| Name: | Kamil Kalyon | ||
| Title: | Chief Financial Officer | ||
| TURKCELL İLETİŞİM HİZMETLERİ A.Ş. | |||
| Date: August 14, 2025 | By: | /s/ Nuri Burak Konuk | |
| Name: | Nuri Burak Konuk | ||
| Title: | Group Financial Reporting Director | ||